PrecElect 5172580316

37 th Annual Report
2015 - 2016
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"we always know who we're working for

CONTENTS
Board of Directors & Committees : 02
Notice of Annual General Meeting : 03
Report of Directors : 06
Annexure to the Report of the Directors : 13
Report on Corporate Governance : 26
Report of the Auditors : 40
Balance Sheet Abstract : 46
Profit & Loss Account : 47
Cash Flow Statement : 48
Notes to the Accounts : 49
Annual Report 2015-16 1

BOARD OF DIRECTORS & COMMITTEES
Board of Directors Audit Committee
Lt. Gen. (Dr.) Rajesh Pant (Retd.) Chairman Mr. S.K. Kataria Chairman
Mr. Ashok K Kanodia Managing Director Mr. Suresh Vyas Member
Mr. Anant Kanoi Director Mr. Anant Kanoi Member
Mr. Suresh Vyas Director Mr. Deepto Roy Member
Mr. S.K. Kataria Director
Mr. Deepto Roy Director
Mr. Pradeep Kumar Kanodia Director
Mr. Rahul Goenka Director
Ms. Ranjna Gudoo Director
Stakeholders Grievance Committee Nomination and Remuneration Committee
Mr. Rahul Goenka Chairman Mr. Anant Kanoi Chairman

Mr. Suresh Vyas Member Mr. Suresh Vyas Member
Mr. S.K. Kataria Member Mr. S.K. Kataria Member
Ms. Ranjna Gudoo Member Mr. Deepto Roy Member
COMPANY SECRETARY AUDITORS

Ms. Veenita Puri M/s Rajendra K. Goel & Company
J-288, Ground Floor,
Saket, New Delhi - 110017
REGISTRAR & TRANSFER AGENT PLANTS

Skyline Financial Services Pvt. Ltd. At Noida
D-153/A First Floor,
Okhla Industrial Area, Phase - I D-10, Sector-3, Gautam Budh Nagar,
New Delhi - 110 020 Noida-201301, (U.P.)
Contact No. - 011-64732681
At Roorkee
BANKER OF THE COMPANY Plot No. 9 & 10, KIE Industrial Estate,
Punjab National Bank, Noida Branch Village Mundiyanki (Manglore), Roorkee,
Haridwar-249406, Uttrakhand (India)
LISTED ON
Bombay Stock Exchange REGISTERED OFFICE
CORPORATE IDENTITY NUMBER (CIN) D-1081, New Friends Colony,

L32104DL1979PLC009590 New Delhi-110025
ISIN No. CORPORATE OFFICE

INE143C01024
D-10, Sector-3, Gautam Budh Nagar,
STOCK CODE Noida-201301, (U.P.)
517258
2 Annual Report 2015-16

PRECISION ELECTRONICS LIMITED
CIN: L32104DL1979PLC009590
Regd. Office: D-1081, New Friends Colony, New Delhi - 110025
Phone: 120 2551556/7, Fax: 120 2524337
Email: cs@pel-india.com, Website: www.pel-india.com
NOTICE OF THE 37TH ANNUAL GENERAL MEETING

NOTICE is hereby given that the 37th Annual General Meeting of Precision Electronics Ltd. (the Company) will be held on
Thursday, September 15, 2016 at 03.00 p.m. at Bipin Chandra Pal Memorial Auditorium, A - 81, C.R Park, New Delhi to
transact the following business:
ORDINARY BUSINESS:
1. To receive, consider and adopt the Financial Statements for the year ended on March 31, 2016 and the Reports of
Board of Directors and the Auditors thereon.
2. To re-appoint Ms. Ranjna Gudoo who retires by rotation and being eligible, offers herself for reappointment.
3. To ratify the appointment of M/s Rajendra K. Goel & Co., Chartered Accountants (F.R.N. 01457N) as Statutory
Auditors of the Company, who were appointed at the AGM held on September 27, 2014 for a period of three year
upto the conclusion of 38th Annual General Meeting to be held in the year 2017.
SPECIAL BUSINESS:
4. NOT TO FILL UP VACANCY CREATED BY RETIREMENT OF MR. PRADEEP KUMAR KANODIA.
To consider and if thought fit, to pass with or without modification, the following Resolution as an Ordinary
Resolution:
RESOLVED THAT pursuant to Section 152 (7) of the Companies Act, 2013, vacancy caused on the Board of the
Company, by retirement of Mr. Pradeep Kumar Kanodia (holding DIN: 00002561), a Director liable to retire by
rotation, who retires by rotation and does not offer himself for re-appointment, be not filled up.
By Order of the Board
For Precision Electronics Limited
Sd/-
Place: Noida Veenita Puri
Date: August 8, 2016 Company Secretary
Notes
Precision Electronics Limited, being a listed Company and having more than 1000 shareholders, is compulsorily required
to provide e-voting facility to members in terms of Section 108 of the Companies Act, 2013 read with rule 20 of The
Companies (Management and Administration) Rules, 2014 and Regulation 44 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, voting by show of hands will not be available to the members at the 37th AGM in view of
the further provisions of Section 107 read with Section 114 of the Act.
1. The Explanatory statement pursuant to section 102 of the Companies act, 2013 which sets out details relating to
special business to be transacted at the meeting is given below.
2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY
TO ATTEND AND VOTE INSTEAD OF HIMSELF/HERSELF AND PROXY NEED NOT BE A MEMBER OF
THE COMPANY. PROXIES, IN ORDER TO BE EFFECTIVE, MUST BE RECEIVED AT THE REGISTERED
OFFICE OF THE COMPANY NOT LESS THAN 48 HOURS BEFORE THE TIME OF THE MEETING.
3. A person can act as proxy on behalf of members not exceeding fifty (50) and holding in the aggregate not more ten
percent of the total share capital of the Company. A Proxy appointed by a member holding more than 10 percent of
the total share capital of the Company carrying voting rights shall not act as proxy for any other member.
4. Corporate members are requested to send a duly certified copy of the Board Resolution authorizing their
representative(s) to attend and vote at the annual general meeting.
5. Members/proxies should bring the attendance slips duly filled-in for attending the meeting and deliver the same at
the entrance of the meeting place. Members who hold shares in dematerialized form are requested to bring their
Client ID and DP ID number for easy identification of attendance at the meeting.
6. The Register of Members and the Share Transfer Books of the Company will remain closed from September 9, 2016
to September 15, 2016 (both inclusive).

7. The Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number
(PAN) by every participant in securities market. Members holding shares in electronic form are therefore, requested
to submit the PAN to their Depository Participants with whom they are maintaining their demat accounts.
Members holding shares in physical form can submit their PAN details to the Company.
8. Members seeking further information about the accounts are requested to write at least 7days before the date of the
meeting so that it may be convenient to get the information ready at the meeting.
9. Members are requested to inform the Companys Registrar and Share Transfer Agent i.e. Skyline Financial Services
Private Limited, D-153/A, 1st Floor, Okhla Industrial Area, Phase I, New Delhi- 110020 about the changes, if any, in
their registered address along with Pin Code, quoting their Folio number and DP ID. All correspondence relating to
transfer of shares may be sent directly to the aforesaid Registrar and Share Transfer Agent of the Company.
10. Members are requested to bring their copies of Annual Report to the meeting, as the same will not be supplied again
at the meeting as a measure of environment protection.
11. Route map of the venue of the meeting is attached herewith.
12. Pursuant to Rule 18(3)(i) of the Companies (Management and Administration) Rules, 2014, Members are
requested to furnish or update their e-mail IDs with the Registrar and Share Transfer Agent for sending the soft
copies of the Annual Report of the Company .
13. 37th Annual Report for the year 2015-16 is also available on the website of the Company www.pel-india.com.
14. Voting through electronics means/Postal Ballot
a. In Compliance with provisions of section 108 of the Companies Act, 2013 read with Rule 20 of the Companies
(Management and Administration) Rules, 2014 and Regulation 44 of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 , the Company is pleased to provide e-voting facility to the
members of the Company whose name appears on the Register of Members as on September 8, 2016 being the
cut off date fixed for the purpose, to exercise their right to vote in respect of the resolutions to be passed at the
37th Annual General Meeting.
b. Instructions for e-voting are as under-
I. Launch internet browser by typing the following URL: https://www.evoting.nsdl.com
II. Click on Shareholder Login
III. Enter your User ID and existing password. The User-id is your Demat account number which is (DP-
ID + CLENT ID)
IV. Click login
V. Password change menu appears. Change the password/PIN with new password of your choice with
minimum 8 digits/characters or combination thereof. Note new password. It is strongly
recommended not to share your password with any other person and take utmost care to keep your
password confidential.
VI. Home Page of e-voting-Active Voting Cycles opens.
VII. Select E-voting Event Number (Even) of Precision Electronics Limited for casting vote in favour or
against the Item(s) of business. (Kindly note that vote once caste cannot be modified. For an EVEN,
you can log-in any number of times on e-voting platform of NSDL till you have voted on the resolution
or till the end date of voting period i.e. up to 05:00 PM on September 14, 2016, whichever is earlier).
VIII. Now you are ready for e-voting as Caste Vote page opens.
IX. Cast your vote by selecting appropriate option and click on Submit and also confirm when
prompted.
X. Upon confirmation, the message Vote cast successfully will be displayed.
XI. Once you have voted on the resolution, you will not be allowed to modify your vote.
XII. Institutional Shareholders (i.e. other than Individuals, HUF, NRI etc.) are also required to send
scanned copy (PDF/JPG format ) of the relevant Board resolution/Authority letter etc. together with
attested specimen signature of the duly authorised signatory(ies) who are authorized to vote, to the
Scrutinizer through email scrutinizer@pel-india.com with a copy marked to evoting@nsdl.co.in.
XIII. In case of any queries, you may refer the Frequently Asked Question (FAQ) Shareholders and e-
voting manual on the website of e-voting agency.
c. The e-voting period shall commence on September 12, 2016 (09:00 AM) to September 14, 2016 (05:00 PM).
During this period the members of the Company, holding shares either in physical form or in dematerialized
form, as on September 8, 2016 (cut-off date) may cast their vote electronically. Thereafter, the portal shall be
disabled by the NSDL for voting.

d. Any person, who acquires shares of the Company and become member of the Company after dispatch of the
Notice of AGM and holding shares as of the cut-off date i.e. September 8, 2016, may obtain the login ID and
password by sending a request at evoting@nsdl.co.in or contact Registrar and Transfer Agent (Skyline
Financial Services Private Limited). However, if you are already registered with NSDL for remote e-voting
then you can use your existing user ID and password for casting your vote. If you forgot your password, you
may generate new password by using Forgot User Details/Password option available on
www.evoting.nsdl.com.
e. A member may participate in the AGM even after exercising his right to vote through remote e-voting but
shall not be allowed to vote again at the AGM.
f. A person, whose name is recorded in the register of members or in the register of beneficial owners
maintained by the depositories as on the cut-off date only shall be entitled to avail the facility of remote e-
voting as well as voting at the AGM through ballot paper .
g. The Board of Directors has appointed M/s. Munish K Sharma & Associates, Company Secretaries, as the
Scrutiniser for conducting the e-voting process in a fair and transparent manner.
h. The Chairman shall, at the AGM, at the end of discussion on the resolutions on which voting is to be held,
allow voting with the assistance of scrutinizer, by use of Ballot Paper for all those members who are present
at the AGM but have not casted their votes by availing the remote e-voting facility. Persons who have not
casted their votes shall be able to exercise their right at the meeting.
i. The Scrutinizer shall after the conclusion of voting at the AGM, will first count the votes casted at the meeting
and thereafter unblock the votes casted through remote e-voting in the presence of at least two witnesses not
in the employment of the Company and shall make, not later than two days of the conclusion of the AGM, a
consolidated scrutinizers report of the total votes casted in favour or against, if any to the Chairman or a
person authorized by him in writing, who shall countersign the same and declare the result of the voting
forthwith.
j. The results declared alongwith the report of the Scrutinizer shall be placed on the Companys website
www.pel-india.com and on the website of the NSDL immediately after the declaration of result by the
Chairman or a person authorized by him in writing. The result shall also be intimated to the Bombay Stock
Exchange within 48 hours of the conclusion of the AGM.
Pursuant to Regulation 36 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the brief profile
of Director eligible for re-appointment vide item no. 2 is as follows:
Item No. 2:
Name of Director DIN Date of Birth Date of Number of Shares

Appointment held in the Company
Ms. Ranjna Gudoo 06956595 19.10.1949 27.09.2014 Nil
Ms. Ranjna Gudoo is a graduate with BA, LLB. She has retired as DGM Law of Power Grid Corporation of India Ltd
(PGCIL) and has been an in-house lawyer for twenty seven years in the Power Sector with NTPC and PGCIL. She has acted
as Borrowers Counsel to Indian Financial Institutions, International Banks, and Multilateral agencies including World
Bank and ADB for financial closure of the projects. She has extensive experience in drafting of commercial contracts and
has handled litigation matters on behalf of PGCIL. She was appointed in the Company as Non-Executive Director and her
knowledge on legal issues is well appreciated by the other members of the Board.
Explanatory Statement pursuant to section 102(1) of the Companies Act, 2013
Item No. 4:
Mr. Pradeep Kumar Kanodia (DIN 00002561) retires by rotation at this Annual General Meeting but has not offered
himself for reappointment. Board recommends that, since Board of Company is fairly balanced and even after retirement
of Mr. Pradeep Kumar Kanodia, the Boards composition is in compliance with Companies Act, 2013 and SEBI (LODR)
Regulations, 2015, resulting vacancy may not be filled up for the time being.
Mr. Pradeep Kumar Kanodia is holding 3104235 equity shares of the Company and is brother of Mr. Ashok Kumar
Kanodia, Managing Director of the Company.
By Order of the Board
For Precision Electronics Limited
Sd/-
Date: August 8, 2016 Company Secretary

DIRECTORS REPORT
To
The Members of
Precision Electronics Ltd.,
Your Directors have pleasure in presenting the 37th Annual Report on the business and operations of the Company
along with the Audited Statements of Accounts for the Financial Year ended March 31, 2016.
1. FINANCIAL HIGHLIGHTS
Your Companys performance during the year as compared with that during the previous year is summarized
below:
(Rs. in million)
PARTICULARS CURRENT YEAR PREVIOUS YEAR
(FY 2015-16) (FY 2014-15)
Revenue* 260.1 277.9
Profit before Depreciation, Interest, & Tax (2.4) 25.7
Depreciation 11.7 15.4
Finance Cost 10.5 8.2
Net profit before Tax (24.6) 2.1
Provision for Tax (5.1) (.4)
Net profit after tax (19.5) 2.5
*Revenue is net of Excise duty, VAT, Sales tax & Service Tax.
DIVIDEND
In view of conservation of financial resources of the Company, your Directors do not recommend any dividend for the
financial year under review.
TRANSFER TO RESERVE
Amount transferred to the general reserve is nil.
2. REVIEW OF OPERATION AND STATE OF COMPANY AFFAIR
Overall revenue of the company for the year ended March 31, 2016 was recorded at about Rs.260.1 million which
is 6.4% less as compared to previous financial year (2014-15) revenue of Rs.278 million. The Company incurred a
loss of Rs. 19.50 million as against net profit after tax of Rs. 2.5 million in the previous year (2014-15).The revenue
was less due to delay in execution of contracts which resulted in cost overruns. The delay was due to site specific
conditions that were beyond our control. In addition, expected business did not materialize as some RFPs were
withdrawn and in some the companys bid was not the lowest. All this worsened the cash crunch scenario.
There is no change in the nature of business of the Company which is segmented in two business divisions;
Electronics & Telecommunication and Infra services.
2.1 Electronics & Telecommunication Division
Telecom division revenue during the year ended March 31, 2016 is Rs. 125.28 million as against Rs. 136.51
million in the previous year (2014-15). Manufacturing plants are located at Noida UP (in the NCR region) and
Roorkee (Uttarakhand)
2.2 Infrastructure Division
Infrastructure division revenue during the year ended March 31, 2016 is Rs.132.13 million as against Rs.139.05
million in the previous year (2014-15). The division undertakes turnkey assignments of civil, electrical and
networking works and turnkey installation and commissioning of radars, sensors, data links and the command
and control room at defence airfields and harbors.

No material changes and commitments have occurred after the close of the financial year till the date of this
report, which affect the financial position of the Company.
3. MANAGEMENT DISCUSSION AND ANALYSIS
INDUSTRY STRUCTURE AND DEVELOPMENTS
The Defence Procurement Procedure 2016 has released an industry friendly document that provides impetus for
indigenous design and manufacturing which enhances the role of MSMEs and introduces flexibility in decision
making to ensure that the defence procurement is fair, swift and the concept of Make in India is promoted.
India is following a Preferential Market Access (PMA) policy to promote local development and manufacture of
telecom equipment. This has opened huge market opportunities for PEL as it has products that qualify under the
scheme norms.
OPPORTUNITIES, THREATS, RISK & CONCERNS
Opportunities
The defence and the civil telecom sector, both of them together present a huge business opportunity to MSME
Company like ours due to Make in India initiative of the Prime Minister and policies that have been aligned to
achieve this objective. Our Company is poised to take full benefit from these policies. Programs that were put on
hold wherein the Company had significant orders are now under execution.
Threats, Risk & Concerns
Main Business Risks and Concerns are due to the fact that your Companys major portion of business is dependent on
the end customer which is none other than Government of India. The business is thus tender oriented, takes long time
to fructify and in this business the lowest bidder wins the tender. The tender condition mandate no cost no
commitment technical evaluation and therefore the Company has to bear the cost associated with technical
evaluation and acceptance of the equipment by the customer.
Since we are in Technology intensive sector, funds are required to keep pace with the technology developments and to
retain highly trained manpower. Availability of liquidity for a unit like ours is a challenge.
PRODUCT WISE PERFORMANCE
The Company has a well-balanced product portfolio of in-house designed and engineered products that are qualified
by both defence and the civil sector customers. In the Electronics & Telecommunication Division, key PEL products
include:
I. Wire-line
a. Digital multiplexer with capabilities to provide turnkey voice and data communications for last mile
network: In the year under review, the company executed orders for multiplexers with variety of
interface cards, converters and modems.
b. Line modems (G.SHDSL)
c. Protocol Converters (Serial-to-Ethernet)
d. Media Converters (optical-to-copper)
II. Wireless
a. Unlicensed band (5.8GHz) IP radio: PEL is proposing this radio in several tenders of Telecom customers
and hopes to achieve success.
b. High Capacity Radio Relay Systems: PEL is offering its in-house designed and engineered sub-systems
against this requirement of Indian Army.
III. Power Systems
a. Power Supplies for Military and Industrial applications: PELs dedicated team for power supplies
develops a range of on-board as well as stand-alone power supplies for conditioning, conversion,
distribution and charging.
b. Power Distribution Systems for Healthcare: PEL designed power supply is being used by a world leading
healthcare equipment manufacturer in their new product launch which is a grand success. It has become a
production item at the Roorkee facility.

IV. Data Logger for Indian Railways: PEL successfully executed its first PO for supply and installation of Data
Loggers for Ajmer Railway station this FY.
V. Voice Logger: PEL developed voice loggers are deployed in all the Air Traffic Control towers of the IAF and
Army aviation bases. In addition, security agencies are using an advanced variant of this product.
VI. Telescopic Masts: PEL designed and manufactured electromechanical and pneumatic masts are the preferred
choice of the customers in both the defence as well as civil segments. The masts are being produced at the Noida
facility and additional volume orders are expected during the year.
In the Services segment, PELs revenue buckets include:
I. EPC contracts: PEL has undertaken Civil, Electrical and Networking responsibilities as a subcontractor to Large
Prime Contractors in the FY for major programs such as Airfield Modernization and Harbour Security. The
company is actively competing in various similar opportunities which are in RFI/RFP stage presently.
II. Infrastructure Services: PEL is a regular supplier of highly precise concrete blocks that are used by Defence
agencies for testing explosive power of ammunitions.
III. Hi-Tech Installation & Commissioning: The Company is providing technical support on behalf of CDoT to
ensure trouble free commissioning of the core ATM based network switch and network termination units on all
the new build ships of the Indian Navy. PEL teams are stationed at several shipyards across the country.
IV. Maintenance Repair and Overhaul (MRO) Services: PEL has undertaken contracts in the FY for Israeli majors to
support UAV (Unmanned Aerial Vehicle) ground equipment at all military bases across India. Further PEL has
supported the maintenance of Integrated Electronic Warfare systems and Precision Guided Munitions supplied
by Israeli companies to the Indian Military.
OUTLOOK
PEL has established competences in areas of design, manufacturing, turnkey solution provider and has a nationwide
footprint both in defence and the civil segments. Its partnerships with global majors and Indian primes are expected to
bear fruit and take the company forward. Company has invested and created additional manufacturing capacity at its
Roorkee plant to take care of volume production and the same is approved by the customers. In the year under
consideration (2015-16) both the product mix as well as customer base was widened, the effect of which will be felt in
the current financial year.
INTERNAL FINANCIAL CONTROL
The Company has in place adequate internal financial controls with reference to financial statements. During the year
no reportable material weakness in the system was observed.
HUMAN RESOURCE DEVELOPMENT
The Company has been successful in building a performance oriented culture with high levels of engagement and
empowerment in an environment of teamwork. The focus has been on creating reserves through cross functional and
interdisciplinary exposure at all levels to ensure redundancy and robustness in the organization. The morale of the
team is kept high by boosting employee morale at different levels, engaging them in different activities than their work,
arranging different programs for the employees at all levels.
FINANCIAL FACILITIES
The Company continues to enjoy the support of its Banker Punjab National Bank (PNB), Noida Branch for both fund
and non-fund based facilities.
4. DIRECTORS RESPONSIBILITY STATEMENT
Pursuant to Section 134(5) of the Companies Act, 2013 with respect to Directors Responsibility Statement, it is hereby
confirmed:

a) that in the preparation of the accounts for the Financial Year ended 31st March, 2016, the applicable Accounting
Standards had been followed along with proper explanation relating to material departures. ;
b) that the Directors have selected such accounting policies and applied them consistently and made judgments
and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the
Company at the end of the financial year and of the Profit and Loss of the Company for the year under review;
c) that the Directors have taken proper and sufficient care for the maintenance of adequate Accounting Records in
accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
d) that the Directors have prepared the annual accounts on a going concern basis;
e) the directors have laid down internal financial controls to be followed by the Company and that such internal
financial controls are adequate and are operating effectively; and
f) that the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws
and that such systems were adequate and operating effectively.
5. CORPORATE GOVERNANCE
In compliance with the requirements of Regulation 34(3) read with schedule V of SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015, a separate report on Corporate Governance along with the
certificate from M/s Munish K Sharma & Associates, Company Secretaries on its compliance forms a part the
Annual Report.
6. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The company is not covered for Corporate Social Responsibility, pursuant to the provision of Section 135 of the
Companies Act, 2013 (the Act) read with the Companies (Corporate Social Responsibility Policy) Rules, 2014.
7. CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES
There were no contracts or arrangement with related parties referred to in Section 188 (1) of the Companies 2013
during the financial year. However, Form AOC-2 is attached herewith as Annexure I to show the continued
related party transactions from previous years.
8. RISK MANAGEMENT
Your Company has formulated a Risk Assessment and Management plan which includes procedures to assess
and curtail risk. A Risk Management Committee has been constituted which has been entrusted with the
responsibility to assist the Board in mitigating the risk faced by the Company in the ordinary course of business.
The Risk Management committee comprises of Mr Nikhil Kanodia, Mr Sanjay Chandra, Mr Deepak Jagga, Mr
Jagjit Singh Chopra and Ms Puneet Arora. In the opinion of the Board there is no risk which may threaten the
existence of the Company.
9. DIRECTORS AND KEY MANAGERIAL PERSONNEL
Lt Gen (Dr.) Rajesh Pant PVSM, AVSM, VSM (Retd.) was appointed as the Non Executive Chairman of the
Company w.e.f July 27, 2015. It is indeed a matter of pride to have such a decorated and distinguished officer as
the leader of PEL team. His induction has enhanced the image of the company in the eyes of our customers,
highlighting our credibility, capability and capacity to meet their requirements, besides providing an impetus to
the Offset business which is being earnestly targeted. Precision will benefit immensely from his wisdom,
guidance and experience.
The Board is well balanced with professionals, legal experts and persons with business background who are
connected with the industry and have the requisite expertise and experience to guide the Company.
In accordance to Section 203 of the Companies Act 2013, Key Managerial Personnel as appointed by the Board of
Directors are; Mr Ashok K Kanodia (Managing Director), Mr Jagjit Singh Chopra (Chief Financial Officer) and
Ms Veenita Puri (Company Secretary and Compliance Officer). Ms. Veenita Puri has been appointed as the
Company Secretary and Compliance Officer of the Company w.e.f January 16, 2016 and Mr. Gurvinder Singh
Monga resigned from the position of Company Secretary w.e.f December 22, 2015.

Mr. Pradeep Kumar Kanodia and Ms. Ranjna Gudoo, Directors, will retire by rotation at the ensuing Annual
General Meeting of the Company. Ms. Ranjna Gudoo, Director has offered herself for reappointment. Mr.
Pradeep Kumar Kanodia has neither offered himself for reappointment nor any communication is received
from him in any form showing his willingness to be re-appointed in the ensuing Annual General Meeting of the
Company; Board recommends not filling the resulting vacancy for the time being.
DECLARATION BY INDEPENDENT DIRECTORS
The Independent Directors have submitted their disclosures to the Board confirming that they continue to fulfill
all the requirements to qualify for their appointment as Independent Director under the provisions of the
Companies Act, 2013 and SEBI (LODR) Regulations, 2015. No independent director is due for re-appointment
during the year.
BOARD EVALUATION
The Board of directors has carried out an annual evaluation of its own performance, Board committees and
individual directors which include criteria for performance evaluation of the Non-Executive Directors and
Executive Directors pursuant to the provisions of the Act and the corporate governance requirements as
prescribed by Securities & Exchange Board of India (SEBI) under SEBI (LODR) Regulations, 2015. The Company
has devised an evaluation matrix for the performance evaluation and an external consultant M/s Munish K
Sharma & Associates was engaged to collate and evaluate the results.
A meeting of Independent Director was held on February 5, 2016 without the attendance of other directors
(Non-Independent) to review the performance of Non-Independent Directors, the Board as a Whole, the
Chairman of the Company and to assess the flow of information between Company Management and the
Board.
POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION
The requisite details as required by Section 134(3)(e) is disclosed under the Corporate Governance Report.
10. AUDITORS AND AUDITORS REPORT
STATUTORY AUDITOR
At the Annual General Meeting held on September 27, 2014, M/s Rajendra K. Goel & Co., Chartered
Accountants, were appointed as statutory auditors of the Company to hold office till the conclusion of the 38th
Annual General Meeting. In terms of the first proviso to Section 139 of the Companies Act, 2013, the
appointment of the auditors shall be placed for ratification at every Annual General Meeting. Accordingly, the
appointment of M/s Rajendra K. Goel & Co., Chartered Accountants, as statutory auditors of the Company, is
placed for ratification by the shareholders.
The notes on financial statements referred to in the Auditors report are self-explanatory and do not call for any
further comments. The Auditors Report does not contain any qualification, reservation or adverse remark.
SECRETARIAL AUDITOR
The Board has appointed M/s Munish K Sharma & Associates, Company Secretaries to conduct Secretarial
Audit for the financial year 2015-16. The Secretarial Audit Report for the financial year ended March 31, 2016 is
annexed herewith marked as Annexure II to this Report. The observations contained in the Secretarial Audit
Report are self explanatory.
11. DISCLOSURES
VIGIL MECHANISM
A vigil mechanism of the Company which also includes a Whistle Blower Policy pursuant to Section 177(9) & 10
of Companies Act, 2013, has been established and can be accessed on the Company website.
AUDIT COMMITTEE
The Audit Committee comprises of three Independent Directors namely Mr. S. K. Kataria (Chairman), Mr.
Anant Kanoi, Mr. Suresh Vyas and one Non Independent Director, Mr. Deepto Roy. All the recommendations
made by the Audit Committee are accepted by the Board. Four Audit committee meetings were held during the
financial year dated May 28, 2015, August 14, 2015, October 31, 2015 and February 5, 2016.

NOMINATION AND REMUNERATION COMMITTEE
The Nomination and Remuneration Committee consists of following members and during the Financial Year
2015-16, two meetings of the committee were convened and one resolution dated December 29, 2015 was passed
by circulation:
S. No. Name of Directors Category Status Meeting Attended
1. Mr. Anant Kanoi NEID Committee Chairman 1
2. Mr. Sharvan Kumar Kataria NEID Member 2
3. Mr. Suresh Vyas NEID Member 2
4. Mr. Deepto Roy NED Member 2
Your Board has approved policy on the terms and conditions of appointment of independent directors which is
available on Companys website www.pel-india.com.
MEETINGS OF THE BOARD
The Board of Directors met six times on May 28, 2015, July 27, 2015, August 14, 2015, October 31, 2015, January
16, 2016 and February 5, 2016 during the financial year 2015-16. For further details, please refer report on
Corporate Governance of this Annual Report.
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS.
There was no transaction of the nature covered under Section 186 of the Companies Act, 2013.
EXTRACT OF THE ANNUAL RETURN
As required pursuant to section 92(3) of the Companies Act, 2013 and rule12(1) of the Companies (Management
and Administration) Rules, 2014, an extract of annual return in MGT 9 forms part of this Annual Report as
Annexure III.
PARTICULARS OF CONSERVATION OF ENERGY, ABSORPTION OF TECHNOLOGY AND FOREIGN
EXCHANGE EARNINGS AND OUTGO
The information relating to conservation of energy, as required under Section 134(3)(m) of the Companies Act,
2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, as required to be disclosed under the Act, are
provided in Annexure IV to this Report.
PARTICULARS OF EMPLOYEES
The table containing the names and other particulars of employees in accordance with the provisions of Section
197(12) of the Companies Act 2013, read with Rule 5(1) of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014, is appended as Annexure V to this Report.
The Company does not have any employees employed throughout the financial year and in receipt of
remuneration of Rs. 1.02 crore, or employed for part of the year and in receipt of Rs. 8.50 Lakh or more a month,
under Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014. The
list of top ten employees of the Company in terms of their remuneration is as follows:
Mr. Ajay Goel (54), General Manager, 17.12.2005, 23,10,000/- B.E (E & C) (26), Punjab Wireless system Ltd., Mr.
Amit Mittal (46), Deputy General Manager, 14.02.2006, 15,44,786/-, B.E (E & C) (22), Punjab Wireless system
Ltd., Mr. Ashok K Kanodia (65), Managing Director, 01.05.1979, 22.3% equity shares, 19,68,240/-, B.E. Electrical
(37). Mr. Bhaskar Biswas (54), Deputy General Manager, 28.07.2011, 18,18,960/-, B.E (E & C) (25), Indian
Airforce. Mr. Deepak Jagga (44), Vice President, 01.04.2002, 23,91,749/-, B.E (Electronics) (26), Mr. Jagjit Singh
Chopra (47), Chief Financial Officer, 25.04.2014, 18,00,000/-, Chartered Accountant (18), Blessings advertising
Pvt. Ltd., Mr. Nikhil Kanodia (39), President & Chief Technical Officer, 29.10.2002, 0.59% equity shares,
32,68,776/-, M.S. Electrical & Computer Engineering (18), Fujitsu Network Communications, Son of Mr. Ashok
K Kanodia, Managing Director, Mr. Sandeep Chawla (47), Deputy General Manager, 20.04.2009, 24,42,000/-,
B.E (E & C) (22), Wipro Technology, Mr. Sanjay Chandra (54), Senior Vice President, 10.06.2009, 33,88,004/-,
M.Sc (Electronics) (29), Indian Army, Mr. Vinay Kumar (45), General Manager, 24.01.2011, 20,99,989/-, B. Tech
(Civil) (20), Raus Infra Limited.
Please note that none of the above employee is employed on contractual basis.

FIXED DEPOSITS
The Company has not invited or accepted any deposits during the year under review or in the past and hence no
amount of principal or interest was outstanding as of the Balance Sheet date.
SIGNIFICANT & MATERIAL ORDERS:
There are no significant and material orders passed by the regulators or courts or tribunals impacting the going
concern status and Companys operations in future.
Mr. Pradeep Kumar Kanodia along with his son and family HUF has filed a civil suit CS(COMM) 104/2016
seeking recovery or damages from Mr. Ashok Kanodia and Ors in the Delhi High Court. In this suit, the
Company has been made a party. The first hearing was held on February 12, 2016 the Honble Judge passed an
ex-parte order that restricts the right to transfer the shares of the Company by various Defendants and subjected
the Companys land situated at D-10 & 11, Sector-3 to lis pendence. The reliefs sought in the Suit include specific
performance of a private arrangement executed between Mr. Pradeep Kumar Kanodia and Mr. Ashok Kanodia;
to which the Company is not a party, nor can the Company be bound by the same. The said Suit is pending
adjudication before the Honble Delhi High Court.
Mr. Pradeep Kumar Kanodia, along with his son and family HUF, had previously filed a Company petition
before the Honble Company Law Board under Sections 397 and 398 of the Companies Act, 1956, being Pradeep
Kanodia & Others v. Precision Electronics Ltd. & Others, C.P. No. 162/ND of 2013. The CLB has been replaced
by the NCLT as per Notification of the Ministry of Corporate Affairs dated 01.06.2016 bearing F. No. A-
45011/14/2016-Ad. IV. In the Petition, the Petitioners have leveled allegations of oppression and
mismanagement against the Company and its Board of Directors. The Petitioners had previously also filed a
similar petition in 2012, being C.P.No.123/ND/2012 raising similar allegations. That Petition was dismissed as
withdrawn by Order of the Honble CLB on 14.11.2012. Certain appeals/ applications in this respect are pending
before the Hon'ble Delhi High Court.
The allegations raised by Mr. Pradeep Kumar Kanodia in the Company Petition as also the Civil Suit are totally
unfounded and misplaced; the Company has sought legal advice on the issues raised and is vigorously
defending the same. The Board of Directors have empowered independent Directors Mr. Suresh Vyas and Mr.
S.K. Kataria to take decisions on all legal actions that are necessary to protect the best interest of the Company
and its shareholders.
DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION,
PROHIBITION & REDRESSAL) ACT, 2013.
The company has constituted Internal Complain Committee for reporting of cases, if any, related to sexual
harassment. Committee meetings are held at regular intervals and employees are sensitized on the issue on
regular interval. No case was reported and/or filed during the year under the aforesaid Act.
12. LISTING OF SECURITIES
The Shares of the Company are listed with The Bombay Stock Exchange Limited, Pheroze Jeejeebhoy Towers,
Dalal Street, Mumbai. (Scrip Code: 517258). It is confirmed that the Company has paid Annual Listing Fee for the
financial year 2016-17 to BSE.
13. ENVIRONMENTAL PROTECTION, HEALTH AND SAFETY
The Safety & Health of employees and external stakeholders are embedded in the core organizational values of
the Company. The HSE policy aims to ensure safety of public employees, plant & equipment, ensure compliance
with all statutory rules and regulations, imparting training to its employees, carrying out safety audits of its
facilities, and promoting eco - friendly activities.
The Company continues to maintain excellent track record on safety. The site had no accidents during the year
2015-16. PEL also has a Workman Safety Committee under section 41G of Factories Act 1948.This Committee
meets at regular intervals to take measures for workers protection in order to make PEL a safe place to work.
14. CAUTIONARY STATEMENT
Certain Statements made in Management Discussion & Analysis Report relating to the Company objectives,
projections, outlook, expectations, estimates etc. may constitute forward looking statements within the
meaning of applicable laws & regulations. Actual results may differ from such expectations, projections etc.
whether express or implied.

15. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB- SECTION (12) OF
SECTION 143
As per the explanations given by the Auditors in their report no material fraud on or by the Company or any
fraud in the Company by its officers or employees has been noticed or reported during the year.
16. NAMES OF THE COMPANIES WHICH HAVE BECOME OR CEASED TO BE ITS SUBSIDIARIES / JOINT
VENTURES / ASSOCIATE COMPANIES DURING THE YEAR
No Company has become or ceased to be subsidiary/joint venture/associate company of the Company during
the year under review. Hence, Form AOC 1 containing salient features of the subsidiary/joint
venture/associate company is not required.
17. CAPITAL STRUCTURE:
The paid up share capital of the Company is Rs. 13,84,87,620/- (Rupees Thirteen Crore Eighty Four Lakhs
Eighty Seven Thousand Six Hundred and Twenty Only) comprising of 1,38,48,512 fully paid up equity shares of
Rs. 10/- each amounting to Rs. 13,84,85,120/- and Rs. 2500/- on account of forfeited shares. The Company has
neither made any issue/allotment nor made any buy back of securities during the Financial Year 2015-16.
18. ACKNOWLEDGMENTS
Your Directors express their deep appreciation and gratitude for the valuable support received from Punjab
National Bank, Noida Branch, its Customers, Business Associates, Government Departments and Shareholders
and look forward to similar support and co-operation in future. Your directors appreciate the sincere efforts put
in by the employees at all levels.
FOR AND ON BEHALF OF THE BOARD
Place: Noida
Date: August 08, 2016 Chairperson
Annexure-I
FORM NO. AOC -2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules,
2014.
Form for Disclosure of particulars of contracts/arrangements entered into by the company with related parties
referred to in sub section (1) of section 188 of the Companies Act, 2013 including certain arms length transaction under
third proviso thereto.
Details of contracts or arrangements or transactions at Arms length basis.
SL. No. Particulars Details
1 Name (s) of the related party & Mr. Nikhil Kanodia, relative of Mr. Ashok K Kanodia, Managing
nature of relationship Director.
2 Nature of contract/arrangement / Salary paid to Mr. Nikhil Kanodia, President of the Company,
transaction pursuant to order dated October 5, 2005 passed by Department of
Company Affairs, Ministry of Corporate affairs, Government of
India in the scale of Rs. 1,25,000-1,50,000-2,00,000-2,50,000 per
month
3 Duration of the contracts/ That any other increase in remuneration except as in point 2 above
arrangements/transaction will be subject to the approval of the Central Government
4 Salient terms of the contracts or Same as above
arrangements or transaction
including the value, if any
5 Date of approval by the Board Board resolution dated May 28, 2005 and Special Resolution passed
in the Annual General Meeting held on August 8, 2005
6 Amount paid as advances, if any None

ANNEXURE-II
Form No. MR-3
SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2016
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies
(Appointment and Remuneration Personnel) Rules, 2014]
To,
The Members,
(CIN: L32104DL1979PLC009590)
D-1081, New Friends Colony,
New Delhi-110065
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to
good corporate practices by PRECISION ELECTRONICS LIMITED (hereinafter called the Company). Secretarial
Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory
compliances and expressing my opinion thereon.
Based on our verification of the Companys books, papers, minute books, forms and returns filed and other records
maintained by the Company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of Secretarial Audit, we hereby report that in our opinion, the Company has,
during the audit period covering the financial year ended on 31st March, 2016 complied with the statutory provisions
listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the
extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by the
Company for the financial year ended on 31st March, 2016 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the rules made thereunder;
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign
Direct Investment, Overseas Direct Investment and External Commercial Borrowings;
(v) The following Regulations and Guidelines, to the extent applicable, prescribed under the Securities and
Exchange Board of India Act, 1992 (SEBI Act):-
a) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015;
b) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations,
2011;
c) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;
d) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations,
2009;
e) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations,
1993 regarding the Companies Act and dealing with client;
(vi) Apprenticeship Act, 1961

(vii) Employees Provident Funds and Miscellaneous Provisions Act, 1952
(viii) Employee State Insurance Act, 1948
(ix) The Equal Remuneration Act, 1976
(x) The Payment of Gratuity Act, 1972
(xi) The Minimum Wages Act, 1948
(xii) The Payment of Wages Act, 1936
(xiii) Industrial Employment (Standing Orders) Act, 1946
(xiv) Factories Act, 1948
(xv) Environmental Laws
(xvi) Service Tax Act, 1994
(xvii) Income Tax Act, 1961
(xviii) The Maternity Benefit Act, 1961
(xix) Excise Act, 1944
(xx) Customs Act, 1962
(xxi) Central Sales Tax & State VAT
(xxii) The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
(xxiii) The Contract Labour (Regulation and Abolition) Act, 1970
(xxiv) The Payment of Bonus Act, 1965
(xxv) The Official Secrets Act, 1923
(xxvi) The Employment Exchanges (Compulsory Notification of Vacancies) Act, 1959
We have also examined compliance with the applicable clauses of the following:
(i) Secretarial Standards issued by The Institute of Company Secretaries of India.
(ii) The Listing Agreements entered into by the Company with Bombay Stock Exchange.
During the period under review the Company has complied with the provisions of the Act, Rules, Regulations,
Guidelines, Standards, etc. mentioned above. Further, the Company had borrowed loan amounting to Rs. 22 Lakhs dated 30th
September 2015 for purchase of vehicles. The Board in the meeting held on 16th January, 2016 has authorised Managing Director to
borrow up to Rs. 20 Crore. The Company has duly created charge on the vehicles within prescribed time.
We further report that:
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive
Directors and Independent Directors. The changes in the Composition of the Board of Directors that took place during
the period under review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were
sent at least seven days in advance and a system exists for seeking and obtaining further information and clarifications
on the agenda items before the meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members views are captured and recorded as part of the
minutes.
We further report that there are adequate systems and processes in the company commensurate with the size and
operations of the company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

We further report that during the audit period the company has no specific events / actions having a major bearing on
the companys affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards etc. referred to
above.
For Munish K. Sharma & Associates
Company Secretaries
Sd/-
Munish Kumar Sharma
Company Secretary
M. No.: F6031
Date: 6th August, 2016 C.P. No. 6460
Place: Kaushambi, GZB, UP.
Note: This report is to be read with our letter of even date which is annexed as ANNEXURE A and forms an integral part of this
report.
Annexure A
To,
The Members,
(CIN: L32104DL1979PLC009590)
New Delhi-110065
Our report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is
to express an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct
facts are reflected in Secretarial records. We believe that the processes and practices, we followed provide a
reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the
Company.
4. Where ever required, we have obtained the Management representation about the compliance of laws, rules and
regulations and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the
responsibility of management. Our examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the Company.
Company Secretaries
Sd/-
Munish Kumar Sharma
Company Secretary
M. No.: F6031
Date: 6th August, 2016 C.P. No. 6460

Annexure-III
FORM NO. MGT 9
EXTRACT OF ANNUAL RETURN
As on financial year ended on 31.03.2016
Pursuant to Section 92 (3) of the Companies Act, 2013 and rule 12(1) of the Company (Management & Administration) Rules,
2014.
I. REGISTRATION & OTHER DETAILS:
1 CIN L32104DL1979PLC009590
2 Registration Date 01.05.1979
3 Name of the Company Precision Electronics Limited
4 Category/Sub-category of the Company Company Limited by Shares/Indian Non-Government Company
5 Address of the Registered office & contact D-1081, New Friends Colony, New Delhi 110025
details Tel: 120 2551556/7, 120 2555176/7, Fax No. 120 252 4337
6 Whether listed company Yes
7 Name, Address & contact details of the Skyline Financial Services Private Limited
Registrar & Transfer Agent, if any. D-153A, 1st Floor, Okhla Industrial Area, Phase I, New Delhi-110 020
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
(All the business activities contributing 10 % or more of the total turnover of the company shall be stated)
Sr. No. Name and Description of main products / services NIC Code of % to total turnover
the Product / Service of the Company
1 Communication Equipments 2630 39.12%
2 Services 29278 & 32208 10.20%
3 Infra Services (works contracts) 45202 & 45203 50.68%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
SN Name and address of the Company CIN/GLN Holding/ Subsidiary/ % of shares held Applicable
Associate Section
1
2 N.A.
3
IV. SHARE HOLDING PATTERN

(Equity share capital breakup as percentage of total equity)
(i) Category-wise Share Holding
Category of Shareholders No. of Shares held at the beginning of the year No. of Shares held at the end of the year
[As on 01-04-2015] [As on 31-03-2016] % Change
during the
Demat Physical Total % of Total Demat Physical Total % of Total year
Shares Shares
A. Promoters
(1) Indian
a) Individual/ HUF 6,801,047 29,017 6,830,064 49.32% 6,801,047 29,017 6,830,064 49.32% 0.00%
b) Central Govt - - - 0.00% - - - 0.00% 0.00%
c) State Govt(s) - - - 0.00% - - - 0.00% 0.00%
d) Bodies Corp. 133,896 - 133,896 0.97% 133,896 - 133,896 0.97% 0.00%
e) Banks / FI - - - 0.00% - - - 0.00% 0.00%
f) Any other - - - 0.00% - - - 0.00% 0.00%
Sub Total (A) (1) 6,934,943 29,017 6,963,960 50.29% 6,934,943 29,017 6,963,960 50.29% 0.00%

(2) Foreign
a) NRI Individuals - - - 0.00% - - - 0.00% 0.00%
b) Other Individuals - 189,730 189,730 1.37% - 189,730 189,730 1.37% 0.00%
c) Bodies Corp. - 3,179,905 3,179,905 22.96% - 3,179,905 3,179,905 22.96% 0.00%
d) Banks/ FI 0.00% 0.00% 0.00%
e) Any other - - - 0.00% - - - 0.00% 0.00%
Sub Total (A) (2) - 3,369,635 3,369,635 24.33% - 3,369,635 3,369,635 24.33% 0.00%
TOTAL SHAREHOLDING
OF PROMOTER
(A)=(A)(1)+(A)(2) 6,934,943 3,398,652 10,333,595 74.62% 6,934,943 3,398,652 10,333,595 74.62% 0.00%
B. Public Shareholding
1. Institutions
a) Mutual Funds 7,840 860 8,700 0.06% 7,840 860 8,700 0.06% 0.00%
b) Banks / FI 100 2,950 3,050 0.02% 100 2,950 3,050 0.02% 0.00%
c) Central Govt - - - 0.00% - - - 0.00% 0.00%
d) State Govt(s) - - - 0.00% - - - 0.00% 0.00%
e) Venture Capital Funds - - - 0.00% - - - 0.00% 0.00%
f) Insurance Companies - - - 0.00% - - - 0.00% 0.00%
g) FIIs - - - 0.00% - - - 0.00% 0.00%
h) Foreign Venture Capital Funds - - - 0.00% - - - 0.00% 0.00%
i) Others (specify) - - - 0.00% - - - 0.00% 0.00%
Sub-total (B)(1):- 7,940 3,810 11,750 0.08% 7,940 3,810 11,750 0.08% 0.00%
2. Non-Institutions
a) Bodies Corp.
i) Indian 132,815 7,745 140,560 1.01% 332,183 7,730 339,913 2.45% 1.44%
ii) Overseas - - - 0.00% 0 0 0 0.00% 0.00%
b) Individuals
i) Individual shareholders
holding nominal share
capital upto Rs. 1 lakh 543,508 287,731 831,239 6.00% 599,029 281,352 880,381 6.36% 0.35%
ii) Individual shareholders
holding nominal share
capital in excess of Rs 1 lakh 1,143,571 1,099,730 2,243,301 16.20% 1,009,872 1,099,730 2,109,602 15.23% -0.97%
c) Others (specify) 0.00% 0.00% 0.00%
Non Resident Indians 913 382 1,295 0.01% 3568 382 3950 0.03% 0.02%
Overseas Corporate Bodies - - - 0.00% 0 0 0 0.00% 0.00%
Foreign Nationals - - - 0.00% - - 0 0.00% 0.00%
HUF 286,724 _ 286,724 2.07% 169,221 - 169,221 1.22% -0.85%
Clearing Members 48 _ 48 0.00% 100 - 100 0.00% 0.00%
Trusts - - - 0.00% _ _ - 0.00% 0.00%
Foreign Bodies - D R - - - 0.00% _ _ - 0.00% 0.00%
Sub-total (B)(2):- 2,107,579 1,395,588 3,503,167 25.30% 2,113,973 1,389,194 3,503,167 25.30% 0.00%
Total Public (B) 2,115,519 1,399,398 3,514,917 25.38% 2,121,913 1,393,004 3,514,917 25.38% 0.00%
C. Shares held by Custodian
for GDRs & ADRs - - - 0.00% - - - 0.00% 0.00%
Grand Total (A+B+C) 9,050,462 4,798,050 13,848,512 100.00% 9,056,856 4,791,656 13,848,512 100.00% 0.00%

(ii) Shareholding of Promoter
SN Shareholders Name Shareholding at the beginning of the year Shareholding at the end of the year
No. of % of total % of Shares No. of % of total % of Shares % change
Shares Shares of Pledged/ Shares Shares of Pledged/ in
the encumbered the encumbered shareholding
company to total company to total during
the year
1 Knowledge Holdings &
Investments Pte. Ltd. 3,179,905 22.96% _ 3,179,905 22.96% _ 0.00%
2 Hans-Jurgen Wagner
Prop. Wagner 189,730 1.37% _ 189,730 1.37% _ 0.00%
3 Ashok Kumar Kanodia 3,087,734 22.30% _ 3,087,734 22.30% _ 0.00%
4 Pradeep Kanodia 3,104,235 22.42% _ 3,104,235 22.42% _ 0.00%
5 Ashok Kanodia 80,042 0.58% _ 80,042 0.58% _ 0.00%
6 Pradeep Kanodia 87,682 0.63% _ 87,682 0.63% _ 0.00%
7 Kunal Kanodia 79,079 0.57% _ 79,079 0.57% _ 0.00%
8 Alka Kanodia 78,547 0.57% _ 78,547 0.57% _ 0.00%
9 Manjari Kanoi 29,017 0.21% _ 29,017 0.21% _ 0.00%
10 Nikhil Kanodia 81,519 0.59% _ 81,519 0.59% _ 0.00%
11 Veena Kanodia 87,527 0.63% _ 87,527 0.63% _ 0.00%
12 Gauri Kanodia 20,085 0.15% _ 20,085 0.15% _ 0.00%
13 Vidur Kanodia 94,597 0.68% _ 94,597 0.68% _ 0.00%
14 SNK Farms Pvt. Ltd. 43,880 0.32% _ 43,880 0.32% _ 0.00%
15 Advance Plantations Pvt. Ltd. 5,067 0.04% _ 5,067 0.04% _ 0.00%
16 Manjari Farms Pvt. Ltd. 44,607 0.32% _ 44,607 0.32% _ 0.00%
17 V M Farms Pvt. Ltd. 15,125 0.11% _ 15,125 0.11% _ 0.00%
18 SNK Electronics (P) Ltd. 6,467 0.05% _ 6,467 0.05% _ 0.00%
19 Linkers Advertising &
Marketing Pvt. Ltd. 18,750 0.14% _ 18,750 0.14% _ 0.00%
(iii) Change in Promoters Shareholding (please specify, if there is no change) No Change
SN Particulars Date Reason Shareholding at the Cumulative Shareholding

beginning of the year during the year
No. of shares % of total No. of shares % of
shares total shares
At the beginning
of the year 1/4/2015 10,333,595 74.62% 10,333,595 74.62%
Changes during
the year 0.00% 0.00%
At the end of the
year 31/03/2016 10,333,595 74.62% 10,333,595 74.62%

(iv) Shareholding Pattern of top ten Shareholders
(Other than Directors, Promoters and Holders of GDRs and ADRs):
SN For each of the Top Date Reason Shareholding at the Cumulative Shareholding
10 shareholders beginning of the year during the year
No. of shares % of total No. of shares % of
shares total shares
1 Gaurav Saraf
At the beginning of the year 1/4/2015 275,000 1.99% 275,000 1.99%
Changes during the year 0.00% 0.00%
At the end of the year 31/03/2016 275,000 1.99% 275,000 1.99%
2 Vanita Saraf
3 Sushma Saraf
4 Vaibhav Saraf
5 Lalitesh Katragadda
At the beginning of the year 1/4/2015 - 0.00% - 0.00%
increase 27/11/2015 Transfer 229,900 1.66% 229,900 1.66%
6 Pari Vishal Seth
Decrease 25/12/2015 Transfer (130,000) -0.94% - 0.00%
Increase 31/12/2015 Transfer 130,000 0.94% 130,000 0.94%
7 Gunrekha Banka
Decrease 20/11/2015 Transfer (20,000) -0.14% 125,000 0.90%
8 Chitra Ramesh Seth
9 Manoj Kumar Banka
10 Rajasthan Global Securities Pvt. Ltd.
At the beginning of the year 1/4/2015 - 0.00% 0.00%
increase 30/10/2015 Transfer 914 0.01% 50,000 0.36%
decrease 26/02/2016 Transfer (2,081) -0.02% 109,293 0.79%
decrease 18/03/2016 Transfer (15,486) -0.11% 93,807 0.68%

(v) Shareholding of Directors and Key Managerial Personnel:
SN Shareholding of each Date Reason Shareholding at the Cumulative Shareholding
Directors and each Key beginning of the year during the year
Managerial Personnel
No. of shares % of total No. of shares % of total
shares shares
1 Lt. Gen. (Dr.) Rajesh Pant* (Retd.)
At the end of the year 31/03/2016 - 0.00% - 0.00%
2 Mr. Ashok Kanodia
At the beginning of the year 1/4/2015 3,087,734 22.30% 3,087,734 22.30%
At the end of the year 31/03/2016 3,087,734 22.30% 3,087,734 22.30%
3 Mr. Pradeep Kanodia
At the beginning of the year 1/4/2015 3,104,235 22.42% 3,104,235 22.42%
At the end of the year 31/03/2016 3,104,235 22.42% 3,104,235 22.42%
4 Mr. Suresh Vyas
5 Mr. S. K. Kataria
6 Mrs. Ranjna Gudoo
7 Mr. Deepto Roy
Changes during the year - 0.00% 0.00%
At the end of the year 1/03/2016 - 0.00% 0.00%
8 Mr. Anant Kanoi
Changes during the year - 0.00% - 0.00%
9 Mr. Rahul Goenka
10 Mr. Jagjit Singh Chopra
11 Ms. Veenita Puri*
*Lt. Gen. (Dr.) Rajesh Pant (Retd.) Joined the Company on 27.07.2015 and Ms. Veenita Puri on 16.01.2016

V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment.
(Amt. Rs./Lacs)
Particulars Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the
financial year
i) Principal Amount 46,156,944.00 22,375,570.00 - 68,532,514.00
ii) Interest due but not paid - 3,294,076.00 - 3,294,076.00
iii) Interest accrued but not due - - - -
Total (i+ii+iii) 46,156,944.00 25,669,646.00 - 71,826,590.00
Change in Indebtedness during the financial year
* Addition 4,171,672.00 11,628,832.00 - 15,800,504.00
* Reduction 5,720,113.00 1,936,685.00 - 7,656,798.00
Net Change (1,548,441.00) 9,692,147.00 - 8,143,706.00
Indebtedness at the end of the financial year
i) Principal Amount 44,608,503.00 29,438,885.00 - 74,047,388.00
ii) Interest due but not paid - 5,922,908.00 - 5,922,908.00
iii) Interest accrued but not due - - - -
Total (i+ii+iii) 44,608,503.00 35,361,793.00 - 79,970,296.00
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

SN. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount
Name Mr. Ashok K Kanodia Mr. Pradeep K Kanodia (Rs/Lac)
Designation Managing Director Whole Time Director
1 Gross salary
(a) Salary as per provisions
contained in section 17(1)
of the Income-tax Act, 1961 1,495,110.00 251,733.00 1,746,843.00
(b) Value of perquisites u/s
17(2) Income-tax Act, 1961 159,600.00 - 159,600.00
(c) Profits in lieu of salary
under section 17(3)
Income- tax Act, 1961
2 Stock Option
3 Sweat Equity
4 Commission (1% of Profit)
- as % of profit
- others, specify
5 Others, please specify
Total (A) 1,654,710.00 251,733.00 1,906,443.00
Ceiling as per the Act 4,200,000 4,200,000
* Mr. Pradeep K Kanodia cesaed to be the Whole Time Director of the Company w.e.f. June 4, 2015

B. Remuneration to other Directors
SN. Particulars of Remuneration Name of Directors Total Amount
Dr. Rajesh Mr. S.K. Mr. Suresh Mr. Anant Ms. Ranjna Mr. Deepto Mr. Rahul Mr. Pradeep (Rs/Lac)
Pant Kataria Vyas Kanoi Gudoo Roy Goenka K Kanodia
1 Independent Directors
Fee for attending board
committee meetings - 235,000 225,000 80,000 - - - - 540,000
Commission
Others, please specify
Total (1) - 235,000 225,000 80,000 - - - - 540,000
2 Other Non-Executive Directors
Fee for attending board
committee meetings 40,000 - - - 180,000 77,500 137,500 - 435,000
Commission
Others, please specify
Total (2) 40,000 - - - 180,000 77,500 137,500 - 435,000
Total (B)=(1+2) 40,000 235,000 225,000 80,000 180,000 77,500 137,500 - 975,000
Total Managerial Remuneration* - - - - - - - - -
Overall Ceiling as per the Act - - - - - - - - -
Total Remuneration to Managing Director, Whole Time Directors and other Directors(being the total of A & B).
C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD
SN. Particulars of Remuneration Name of Key Managerial Personnel Total Amount
Name Ashok K Jagjit Singh Veenita Puri (Rs/Lac)
Kanodia Chopra
Designation MD/CEO CFO CS*
1 Gross salary
(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961 1,495,110 1,625,432 556,242 3,676,784
(b) Value of perquisites u/s 17(2) Income-tax Act, 1961 159,600 23,400 - 183,000
(c) Profits in lieu of salary under section 17(3) Income- tax Act, 1961 - - - -
2 Stock Option -
3 Sweat Equity -
4 Commission
- as % of profit -
- others, specify -
5 Others, please specify -
Total 1,654,710 1,648,832 556,242 3,859,784
* Mr. Gurvinder Singh Monga resigned as company Secretary of the Company w.e.f 22.12.2015 and Ms. Veenita Puri joined the Company as Company
Secretary on 16.01.2016.
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of the Brief Details of Penalty / Authority [RD / Appeal made,
Companies Act Description Punishment/ NCLT/ COURT] if any (give
Compounding Details)
fees imposed
A. COMPANY
Penalty
Punishment NIL
Compounding
B. DIRECTORS
Penalty
Punishment NIL
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment NIL
Compounding

ANNEXURE-IV
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION & FOREIGN EXCHANGE:
Information as required under the Companies Act, 2013 is given hereunder:
(A) CONSERVATION OF ENERGY
1) The Steps taken or impact on conservation of energy :
The Company continues to follow a regular schedule of preventive maintenance and servicing of all its
energy intensive machine and equipment to ensure their optimum operation. Conventional tube lights are
being replaced by highly efficient LED lights in a phased manner.
2) The Steps taken by the company for utilizing alternate sources of energy:
Company is studying the roof top model of solar energy generation at its facilities.
3) The Capital investment on energy conservation equipments:
Energy conservation measures undertaken during the year include maintaining the power factor towards
unity to ensure better power quality to the sensitive equipment installed.
(B) TECHNOLOGY ABSORPTION
1) Efforts, in brief
Our design and development efforts are geared towards increasing the local content in all our products.
TSEC evaluation for an advanced ISM band radio is being undertaken. Design validation for lattice masts
being developed for the telecom sector is also under process as per TSEC standards.
2) Benefits
i. Our product offering to telecom service providers both in Public as well as private sector would
increase.
ii. Increasing the local content will result in decrease in cost and a more responsive supply chain
support.
iii. With the implementation of the Preferential Market Access policy of the Department of
Telecommunication, new avenues are opening up in the telecom sector. Having TSEC qualified
products will enhance our offering to the large telecom companies bidding for these new
opportunities.
3) Information regarding technology imported during last 3 years:
No new technology has been imported during the last 3 years.
4) Expenditure on R&D:
(a) Capital Rs. NIL
(b) Recurring Rs. 172.09L
(c) Total Rs. 172.09L
Total R&D as a Percentage of total turnover: 6.62%
(D) FOREIGN EXCHANGE EARNINGS AND OUTGO:
The detailed information in respect of Foreign Exchange Earnings and Outgo has been given in 'Note on
Accounts' forming part of Annual Accounts 2015-16.

ANNEXURE -V
DETAILS PERTAINING TO REMUNERATION AS REQUIRED UNDER SECTION 197(12) OF THE
COMPANIES ACT, 2013 READ WITH RULE 5(1) OF THE COMPANIES (APPOINTMENT AND
REMUNERATION OF MANAGERIAL PERSONNEL) RULES, 2014
i. The percentage increase in remuneration of each Director, Chief Financial Officer and Company Secretary
during the financial year 2015-16, ratio of the remuneration of each Director to the median remuneration of
the employees of the Company for the financial year 2015-16 are as under:
S.No. Name of Remuneration % of increase Ratio of remuneration
Director/KMP and of Director/ of to each Director/KMP
Designation KMP for remuneration to median remuneration
FY 2015-16 in FY 2015-16 of employees
1 Mr. Ashok K Kanodia, Managing Director 16,15,110 12.87% 4.01
2 Mr. Pradeep K Kanodia*, Whole Time Director 2,51,733 NIL 0.63
3 Mr. Jagjit Singh Chopra, Chief Finance Officer 16,40,432 20.00% 4.13
4 Mr. G. S. Monga**,Company Secretary 4,23,944 04.00% 1.07
5 Ms. Veenita Puri**,Company Secretary 1,32,298 NIL 0.33
*Mr. Pradeep K Kanodia term as a Whole Time Director expired on 4th June 2015 by efflux of time
**Mr. G.S. Monga has resigned from the position of Company Secretary w.e.f December 22, 2015 and Ms. Veenita
Puri has joined the company as Company Secretary cum Compliance Officer on January 16, 2016.
ii. The median remuneration of employees of the Company during the financial year was Rs. 3.97L
iii. In the financial year, there was an increase of 14.41 % in the median remuneration of employees;
iv. There were 113 permanent employees on the rolls of Company as on March 31, 2016;
v. Average percentage increase made in the salaries of employees other than the managerial personnel in the last
financial year i.e. 2015-16 was 3.0%.
Increase in remuneration of Mr. Ashok K Kanodia, Managing Director of the Company is on account of his re-
appointment as Managing Director of the Company and which is revised after ten years of his contract. Further,
increase in remuneration of Mr. Jagjit Singh Chopra is on account of his appointment terms as he was appointed
at a rate lower than the industrial practice. Depending upon his performance and to keep parity with the
industrial standards, his remuneration was increased by 20.00%.
vi. Remuneration paid is as per remuneration policy of the Company.

CORPORATE GOVERNANCE REPORT
Corporate Governance is a code of conduct which guides and instructs the Board of Directors of the Company to
govern the affairs of the Company in a manner most beneficial to the interest of the Shareholders, the Creditors, the
Government and the Society at large.
A. MANDATORY DISCLOSURES
1. PRECISIONS PHILOSOPHY ON CORPORATE GOVERNANCE
As a good corporate citizen, your Company is committed to good corporate governance and believes in
attainment of highest level of transparency, accountability, integrity in all its operation and places emphasis on
responsible conduct. Disclosure relating to Companys operation and financial performance are made to
stakeholders.
2. BOARD OF DIRECTORS
Composition
The composition of the Board of Directors of the Company is guided by the requirements of Companies Act 2013
and Regulation 17 of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015. The Company
has an optimum combination of Executive and Non-Executive Directors. As on March 31, 2016, the Board of the
Company consists of Nine (9) Directors comprising of one executive director, five non-executive directors
including a woman director and three non executive independent directors. The ratio between executive and non-
executive director is 1:8. Lt Gen (Dr.) Rajesh Pant PVSM, AVSM, VSM (Retd.) has been appointed as the non-
executive chairman of the Company w.e.f July 27, 2015 and is actively involved and is contributing in developing
and promoting the interests of the Company.
None of the Directors on the Board is a Member of more than 10 Committees or Chairman of more than 5
Committees (pursuant to requirement of Regulation 26 of Listing Regulations, 2015) across all the public
Companies in which he/she is a Director. Necessary disclosures regarding Committee positions in other public
Companies for the year ended March 31, 2016 have been made by the Directors and taken on note in the Board
meeting held on May 21, 2016.
The composition of the Board of Directors along with their brief resume as on March 31, 2016 is given as under:
Lt. Gen. (Dr.) Rajesh Pant PVSM, AVSM, VSM (Retd.)
Lt. Gen. (Dr) Rajesh Pant PVSM, AVSM, VSM (Retd.) is Ph D in Information Security Metrics (2014), M. Tech in
Telecom & Remote Sensing from IIT Kharagpur, Master of Management Studies from Osmania University,
Hyderabad, M. Phil in National Security from Chennai University. He undertook an Independent Directors
Course from MDI, Gurgaon in 2014.
Over forty years of unblemished and disciplined service to the Nation as a Leader and Mentor in the glorious
Indian Army. He is a renowned techno-scholar-warrior with experience of Sri Lanka and Kargil operations and
has processed three patents in previous establishment through visionary and innovative academic leadership. He
is a Founder member of Indias indigenous Electronic Warfare (EW) programme, author of Indian Armys
Information Warfare Doctrine (2004) and has evaluated EW Systems in France, Israel, South Africa, Argentina. He
is also an initiator of Battlefield Management Systems for entire Indian Army, second largest in world and
managed projects of over Rs 5,000 crore value. He displayed outstanding integrity and superannuated after
reaching highest rank of Lieutenant General in Signals on June 30, 2014.
He has been awarded on Jan 26, 2000 - Vishisht Sewa Medal (VSM) by President of India, Jan 26, 2013 - Ati Vishisht
Sewa Medal (AVSM) by President of India, July 20, 2013 - IETE National Award for ICT & Cyber Training
Initiatives, Jan 15, 2014 - Unit Citation (of excellence) for leadership of previous technical training organization,
Military College of Telecom Engineering, Mhow (MP), Jan 26, 2015 Awarded Param Vishisht Sewa Medal
(PVSM) by President for distinguished service of the most exceptional order.
He has been a Non-Executive Chairman of the Company w.e.f. July 27, 2015.
Mr. Ashok Kumar Kanodia Managing Director
Mr. Ashok K Kanodia has over 37 years of experience in the field of Electronics and is the founder, promoter

director of Precision Electronics Ltd.. He completed B.Sc with Physics honours from St Xavier College, Kolkata
(Calcutta University) in 1970 and thereafter went for higher education to the prestigious Massachusetts Institute
of Technology (MIT), USA where he graduated in Electrical Engineering and Business Management. He has
always been associated with various committees formulated for policy making. His leadership extends to shaping
National Policies and Regulations as Member of the IT/Telecom Hardware Task Force set up by the Prime
Minister of India and as President of the Telecommunication Equipment Manufacturers Association (TEMA) of
India, the only Government recognized association of domestic telecom equipment manufacturers. He served
back-to-back terms from 1999-2001.
He was one of the four industry representatives in the Kelkar Committee set up by the Defence Minister
Towards strengthening self-reliance in Defence preparedness, where the focus of the committee was to
recommend policy measures and procedures to facilitate participation of the Private industry in National Defence
capability building.
He is currently the Chairman of the Specialist group on Defence MSME in the Confederation of Indian Industry
(CII) and a National Defence Committee Member of the Federation of Indian Chambers of Commerce and
Industry (FICCI) and Associated Chambers of Commerce (ASSOCHAM), apex Forums for Industry in India and
has made several contributions as industry representative in Defence international seminars, exhibitions and led
industry delegations around the world. He is an acknowledged spokesperson of the Defence MSME units in
India. He was a panel member of the MSME Ministry for the Make in India program of the Prime Minister,
member of the Joint Working Group on Electronics System design & Manufacturing [ESDM] and a Governing
Council member of Technology Development Center [TDC] under the MSME Ministry. He is highly qualified and
extremely well regarded in the industry, both in India as well as internationally.
He was reappointed as the Managing Director and Key Managerial Personnel of the Company in the Annual
General Meeting held on September 26, 2015 for a period of 5 years w.e.f. August 14, 2015.
Mr. Pradeep Kumar Kanodia Non Executive Director
Mr. Pradeep Kumar Kanodia is a graduate with Honours degree in Commerce from St Xaviers College Kolkata.
He draws upon his prior experience of managing an export house in Calcutta. He served as Whole Time Director
of the Company and his term expired on June 4, 2015 by efflux of time. He is liable to retire by rotation at
forthcoming Annual General Meeting but has not offered himself for reappointment.
Mr. Rahul Goenka Non Executive Director
Mr. Rahul Goenka has been a Director on the Board of the Company since September 25, 2004. He is a Commerce
graduate and an MBA from Clark University, Worcester, USA having over 2 years of work experience with
Consultants Inc., Boston USA one of the leading Technology Solutions Provider in the world. Presently he is a
Director with Apparel & Textiles manufacturing and export company that employs over a 1000 people across 3
manufacturing sites and exports their products to some of the best known brands in UK. Mr. Rahul Goenka has in
depth knowledge and experience of manufacturing and international trade.
Mr. Deepto Roy Non Executive Director
Mr. Deepto Roy is a graduate with BA, LLB Hons from the West Bengal National University of Juridical Sciences
and has been admitted to the Bar Council of Maharashtra and Goa since 2005. He is a corporate lawyer
specializing in projects, infrastructure, Companies Law and Foreign Direct Investment. His acumen on his subject
proved highly beneficial during his span of association with the Company.
Ms. Ranjna Gudoo Non Executive Director
Ms. Ranjna Gudoo is a graduate with BA, LLB. She has retired as DGM Law of Power Grid Corporation of India
Ltd (PGCIL) and has been an in-house lawyer for twenty seven years in the Power Sector with NTPC and PGCIL.
She has acted as Borrowers Counsel to Indian Financial Institutions, International Banks, Multilateral agencies
including World Bank and ADB for financial closure of the projects. She has extensive experience in drafting of
commercial contracts and has handled litigation matters on behalf of PGCIL. She is liable to retire by rotation at
forthcoming Annual General Meeting and being eligible has offered herself for reappointment.
Mr. Anant Kanoi Non Executive Independent Director
Mr. Anant Kanoi is a graduate from the University of Michigan and specializes in Industrial & Operations

Engineering and has more than 10 years of work experience with various international companies like Pepsi and
Ford Motors. He is an active member of the Entrepreneurs Organization (EO), New Delhi and is currently serving
on the Board of the EO in a leadership position as the Learning Chair.
Mr. Suresh Vyas Non Executive Independent Director
Mr. Suresh Vyas is a Fellow Member of the Institute of Chartered Accountant of India having an experience of
around 29 years in the industry and is handling various projects at national and international level. He has
mastered the activities relating to corporate world such as corporate law matter, acquisitions and mergers, liaison
with Government agencies etc.
Mr. Sharvan Kumar Kataria Non Executive Independent Director
Mr. Sharvan Kumar Kataria is a practicing Chartered Accountant since 1983 and has an expertise in Corporate
Laws, Income Tax, Direct Taxes, Indirect Taxes, Accounts and Audit Laws, Tax Planning, Tax management and
Tax Jurisprudence and has many publications to his credit in the above subjects.
Meetings & Attendance
Dates of Board Meetings are fixed in advance and agenda papers are circulated to Directors within time as
stipulated under various provisions of Companies Act, 2013.
During the financial year 2015-16 Six (6) Board Meetings were held: May 28, 2015, July 27, 2015, August 14, 2015,
October 31, 2015, January 16, 2016 and February 5, 2016. The intervening period between the Board Meetings were
within the maximum time gap prescribed under Companies Act, 2013 and Listing Regulations, 2015.
Directors Attendance Records and Directorships held:
Name of Directors Category No. of Attended No. of No of other
Board last other Board Committees
Meeting AGM Director- in which he
Attended ships is member/
Chairperson.
Chairman Member
Lt. Gen. (Dr.) Rajesh Pant (Retd.)* Chairman
(NED) 4 Yes - - -
Mr. Ashok Kumar Kanodia MD 6 Yes - - -
Mr. Pradeep Kumar Kanodia** NED 1 No - - -
Mr. Rahul Goenka NED 4 No - 1 -
Mr. Deepto Roy NED 4 No - - 1
Mrs. Ranjna Gudoo NED 6 Yes - - 1
Mr. Sharvan Kumar Kataria NEID 6 Yes - 1 1
Mr. Anant Kanoi NEID 4 No - - 1
Mr. Suresh Vyas NEID 5 Yes - - 2
* Appointed as Non Executive Chairman w.e.f. July 27, 2015.
**Change in Designation from Whole Time Director to Non Executive Director w.e.f. June 4, 2015
Note 1: MD-Managing Director, NED-Non-Executive Director & NEID- Non-Executive Independent Director.
Note 2: Number of other directorship includes directorship in other listed companies only and other committees
refers to their position as chairman / member in audit / stakeholder committees only.
The last Annual General Meeting was held on September 26, 2015.
During the year, all the relevant information required to be placed before the Board of Directors as per SEBI (LODR)
Regulations, 2015 are considered and taken on record/approved by the Board. Further, the Board periodically reviews

Compliance Reports in respect of laws and regulations applicable to the Company.
Mr. Ashok K Kanodia and Mr. Pradeep Kumar Kanodia are brothers.
As on March 31, 2016 Mr. Pradeep Kumar Kanodia, Non-Executive Director of the Company was holding 3104235
equity shares of the Company.
The details of familiarisation programmes imparted to independent directors is given at companys website at
www.pel-india.com
3. AUDIT COMMITTEE
Powers
To investigate any activity within its terms of reference.
To seek information from any employee.
To obtain outside legal or other professional advice.
To secure attendance of outsiders with relevant expertise, if it considers necessary.
Terms of Reference
The Audit Committee has been entrusted with the job of reviewing the reports of the Internal Auditors and the
Statutory Auditors periodically and discussing their findings and suggesting corrective measures. The role of the
Audit Committee is as follows:
Oversight of the Companys financial reporting process and the disclosure of its financial information to
ensure that the financial statement is correct, sufficient and credible.
Recommending for the appointment, remuneration and terms of appointment of the auditor.
Approval of payment to statutory Auditors for any other services rendered by the statutory Auditors.
Reviewing with the management, the Annual Financial Statements before submission to the Board for
approval, with particular reference to :
a. Matters required to be included in the Directors responsibility Statements to be included in the Boards
report in terms of Clause(c) of sub-section 3 of Section 134 of the Companies Act, 2013.
b. Changes, if any, in accounting policies and practices and reasons for the same.
c. Major accounting entries involving estimates based on the exercise of judgement by management.
d. Significant adjustments made in the financial statements arising out of audit findings.
e. Compliance with listing and other legal requirements relating to financial statements.
f. Disclosure of any related party transactions.
g. Qualifications in the draft audit report.
Reviewing, with the management, the quarterly Financial Statements before submission to the Board for
approval.
Reviewing with the management, the statement of uses/application of funds raised through an issue (public
issue, right issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated
in the offer document/prospectus/notice and the report submitted by the monitoring agency monitoring
the utilisation of proceeds of a public or rights issue, and making appropriate recommendations to the Board
to take up steps in this matter.
Reviewing and monitor the auditors independence and performance, and effectiveness of audit process.
Approval or any subsequent modification of transactions of the Company with related parties.
Scrutiny of inter-corporate loans and investments.
Valuation of undertakings or assets of the Company, wherever it is necessary.
Evaluation of internal financial controls and risk management systems.
Reviewing with the management, performance of statutory and internal auditors, adequacy of the internal

control systems.
Reviewing the adequacy of internal audit function, if any, including the structure of the internal audit
department, staffing and seniority of the official heading the department, reporting structure coverage and
frequency of Internal Audit.
Discussing with Internal Auditors any significant findings and follow up thereon.
Reviewing the findings of any internal investigations by the Internal Auditors into matters where there is
suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the
matter to the Board.
Discussing with statutory Auditors before the Audit commences, about the nature and scope of Audit as well
as post-audit discussion to ascertain any area of concern.
Looking into the reasons for substantial defaults in the payment to the depositors, debenture holders,
shareholders (in case of non payment of declared dividends) and creditors.
Reviewing the functioning of the Whistle Blower mechanism.
Approval of appointment of CFO (i.e. the whole-time Finance Director or any other person heading the
finance or discharging that function) after assessing the qualifications experience and background, etc. of the
candidate.
Carrying out any other function as is mentioned in the terms of reference of the Audit Committee.
Review of information by Audit Committee
The Audit Committee reviews the following information:
Management discussion and analysis of financial condition and results of operations;
Statement of significant related party transactions (as defined by the Audit Committee) submitted by
management;
Management letters/letters of internal control weakness issued by the statutory auditors;
Internal auditors reports relating to internal control weakness; and
The appointment, removal and terms of remuneration of the Chief internal auditor shall be subject to review
by the Audit Committee.
Statement of deviations:
(a) Quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to
stock exchange(s) in terms of Regulation 32(1) of SEBI (LODR) Regulations, 2015.
(b) Annual statement of funds utilized for purposes other than those stated in the offer
document/prospectus/ notice in terms of Regulation 32(7) of SEBI (LODR) Regulations, 2015.
Meetings and Attendance
During the year 4 (Four) Audit Committee meetings were held i.e. May 28, 2015, August 14, 2015, October 31, 2015 and
February 5, 2016. The time gap between two meetings of the Committee was not more than four months..
Composition and Attendance of each member at the Audit Committee Meetings:
S. No. Name of Directors Category Status Attended
1. Mr. Sharvan Kumar Kataria NEID Committee Chairman 4
2. Mr. Anant Kanoi NEID Member 2
The Company Secretary acted as Secretary to the Committee.
The Committee is vested inter alia with the aforesaid powers and terms of references as prescribed under relevant

provisions of the Companies Act, 2013 and Listing Regulations, 2015.
4. NOMINATION AND REMUNERATION COMMITTEE
Terms of Reference
The role of the committee shall inter alia, include the following:
Formulation of the criteria for determining qualification, positive attributes and independence of a
director and recommend to the Board a policy, relating to the remuneration of the directors, key
managerial personnel and other employees.
Formulation of criteria for evaluation of Independent Director and the Board.
Devising a policy on Board diversity.
Indentifying persons who are qualified to become directors and who may be appointed in senior
management in accordance with the criteria laid down, and recommend to the Board their appointment
and removal.
Whether to extend or continue the term of appointment of independent directors, on the basis of report of
performance evaluation of independent directors.
REMUNERATION POLICY FOR DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES
1. INTRODUCTION
1.1 Precision Electronics Limited (PEL) recognizes the importance of aligning the business objectives with specific
and measureable individual objectives and targets. The Company has therefore formulated the remuneration
policy for its directors, key managerial personnel and other employees keeping in view the following objectives:
1.1.1. Ensuring that the level and composition of remuneration is reasonable and sufficient to attract, retain and
motivate, to run the company successfully.
1.1.2. Ensuring that relationship of remuneration to performance is clear and meets the performance benchmarks.
1.1.3. Ensuring that remuneration involves a balance between fixed and incentive pay reflecting short and long term
performance objectives appropriate to the working of the company and its goals.
1.1.4 Ensuring that Remuneration and Compensation offered by the Company is in compliance with Companies Act,
2013, SEBI (LODR) Regulations, 2015 and other relevant regulations.
2. Scope and Exclusion:
This Policy sets out the guiding principles for the Nomination and Remuneration Committee for recommending
to the Board the remuneration of the directors, key managerial personnel and other employees of the Company.
3. Terms and References:
In this Policy, the following terms shall have the following meanings:
3.1 Director means a director appointed to the Board of the Company.
3.2 Key Managerial Personnel means
i. Managing Director, or Chief Executive Officer or Manager and in their absence, a Whole-Time Director;
ii. Company Secretary

iii. Chief Finance Officer
3.3 Nomination and Remuneration Committee means the committee constituted by PELs Board in accordance with
the provisions of Section 178 of the Companies Act, 2013 and SEBI (LODR) Regulations, 2015.
4. Remuneration to Managing Director and Key Managerial Personnel
4.1.1 The Board, on the recommendation of the Nomination and Remuneration Committee, shall review and approve
the remuneration payable to the Managing Director and other Whole Time Director of the Company within the
overall limits approved by the shareholders
4.1.2 The Board, on the recommendation of the Nomination and Remuneration Committee, shall also review and
approve the remuneration payable to the Key Managerial Personnel of the Company as per provisions of the
Companies Act, 2013.
4.1.3 The Nomination and Remuneration Committee shall carry out evaluation of performance of Executive Director
and Key Managerial Personnel yearly as may be considered necessary.
4.2 Remuneration to Non-Executive/Independent Directors
The Non-Executive Directors and Independent Directors may receive sitting fees as per section 197(5) of the
Companies Act, 2013 and such other remuneration as permissible under the provisions of Companies Act, 2013.
The amount of sitting fees shall be approved by the Board of Directors.
4.3 Remuneration to other employees
Employees shall be assigned objectives according to their qualifications and work experience, competencies as
well as their roles and responsibilities in the organization. Individual remuneration shall be determined within
the appropriate objectives and shall be based on various factors such as job profile, skill sets, seniority, experience
and prevailing remuneration levels for equivalent jobs.
Your Board has approved policy on the terms and conditions of appointment of independent directors which is
available on Companys website www.pel-india.com.
Nomination and Remuneration Committee has formulated criteria for evaluation of Board as a whole and every
director including independent directors. The criteria has been approved by the Board and an external agency,
namely, Munish K Sharma & Associates, Company Secretaries is engaged for assisting in performance evaluation
and collation of results.
During the year 2015-16, 2 (Two) Nomination and Remuneration committee meetings were held i.e. July 18, 2015
and August 14, 2015 and one resolution dated December 29, 2015 was passed by circulation for the appointment of
Ms. Veenita Puri, Company Secretary cum compliance officer of the Company.
The Nomination and Remuneration Committee consists of following members:

1. Mr. Anant Kanoi NEID Chairman 1

Details of remuneration and perquisites paid to directors for the year 2015-16
(In `)
Directors Salary Perquisites Commission Sitting Fees Total
Lt. Gen. (Dr.) Rajesh Pant (Retd.) Nil Nil Nil 40,000 40,000
Mr. Ashok Kumar Kanodia 14,95,110 1,20,000 - - 16,15,110
Mr. Pradeep Kumar Kanodia** 2,51,733 - - - 2,51,733
Mr. Rahul Goenka Nil Nil Nil 1,37,500 1,37,500
Mr. Anant Kanoi Nil Nil Nil 80,000 80,000
Mr. Sharvan Kumar Kataria Nil Nil Nil 2,35,000 2,35,000
Mr. Suresh Vyas Nil Nil Nil 2,25,000 2,25,000
Mr. Deepto Roy Nil Nil Nil 77,500 77,500
Mrs. Ranjna Gudoo Nil Nil Nil 1,80,000 1,80,000
Elements of Mr. Ashok Kumar Kanodias salary, the Managing Director of the Company:
Salary: Rs. 19,68,240 per annum.
In addition to Salary, they shall be entitled to the following facilities:
1. Medical reimbursement: Medical expenses incurred for self and his family, as per rules of the Company; however
not exceeding Rs. 1,20,000/- per year.
2. Leave Travel Allowance: For self and his family, as per rules of the Company; however not exceeding Rs. 2,50,000
once in two years.
Managing Director/Whole Time Director shall also be eligible to the following perquisites, which shall not be included
in the computation of the ceiling on remuneration specified as above:
1. Contribution to provident fund, superannuation fund or annuity fund to the extent these are not taxable under the
Income Tax Act 1961.
2. Gratuity payable at the rate not exceeding half a months salary for each completed year of service,
3. Encashment of leave at the end of tenure.
4. Provision for use of chauffeur driven Company car for official duties and cellular phone (including payment for
local and overseas official calls) shall not be included in the computation of perquisites for the purpose of
calculating the said ceiling.
5. He will be entitled for Reimbursement of expenses incurred for the business of the Company in any manner
whatsoever.
Note: For aforesaid purpose a family means the spouse, dependent children. The perquisites to be evaluated as per
Income Tax Rules wherever applicable.
10% per annum increase in salary subject to Nomination and Remuneration Committee recommendation and Board
of Directors approval.
**pecuniary relationship of non-executive director: Mr. Pradeep Kumar Kanodia, Non-Executive Director of the
Company has served as the whole time director of the Company till June 4, 2015. His office as whole time director
vacated on June 4, 2015 by efflux of time and thereafter he continued as Non-Executive Director of the Company. Apart
from this he is younger brother of the promoter Managing Director of the Company, Mr. Ashok K Kanodia and is
holding more than 2% of equity share capital of the Company. Like any other non-executive director he is also entitled
to sitting fees for attending Board Meeting of the Company.

5. STAKEHOLDERS GRIEVANCE COMMITTEE
During the year, 48 (Forty Eight) meetings of the Shareholder's Grievance Committee Meeting were held. The
composition and Attendance of Share Transfer and Investor Grievance Committee as on March 31, 2016 is as
follows:
1. Mr. Rahul Goenka NED Committee Chairman 35
4. Mrs. Ranjna Gudoo NED Member 48
Transfer requests and complaints from the shareholders were attended and responded promptly by Company's
Registrar & Transfer Agent as and when they were received.
Name and designation of Compliance Officer: Ms. Veenita Puri, Company Secretary cum Compliance Officer
Analysis of Complaints:
The Complaints received during the year are as follows:
PARTICULARS Q1 Q2 Q3 Q4 TOTAL
NUMBER OF COMPLAINTS
At the beginning of the quarter 0 0 0 0 0
Received during the quarter 1 1 0 1 3
Resolved during the quarter 1 1 0 1 3
At the end of the quarter 0 0 0 0 0
All complaints have been solved to the satisfaction of the complainants within the prescribed time.
6. GENERAL MEETINGS OF SHAREHOLDERS
Details of the location of the last three Annual General Meeting and details of the resolutions passed or to be
passed by Postal Ballot:
Financial Year Date Time Venue Special
Resolution
Passed
2012-2013 21.09.2013 10:30A.M. B.C .Pal Memorial Auditorium, A-81, Chittaranjan Park,
New Delhi 110019 No
2013-2014 27.09.2014 10:30A.M. B.C .Pal Memorial Auditorium, A-81, Chittaranjan Park,
New Delhi 110019 No
2014-2015 26.09.2015 02:00P.M. B.C .Pal Memorial Auditorium, A-81, Chittaranjan Park,
New Delhi 110019 No
No Special resolution was passed in the previous three AGMs.
No special resolution passed last year through postal ballot
- No Special Resolution is proposed to be conducted through postal ballot in ensuing AGM.
8. MEANS OF COMMUNICATION
a) The quarterly, half yearly and annual financial results of the Company were published in The Business
Standard (English and Vernacular Language) till December, 2015 and for the quarter ended March, 2016 in
Mint in English and Naya India in vernacular language. The results are made available on Companys
website www.pel-india.com

b) The Company keeps on updating its website to provide comprehensive relevant information. The Company
believes that all the stakeholders should have access to adequate information about the Company and in
todays electronics age website is the best media for such dissemination of information. All information,
which could have a material bearing on the share prices, is released at the earliest.
c) The Company has not made any formal presentations to the institutional investors or to the analysts during
the year.
9. GENERAL SHAREHOLDER INFORMATION
i) AGM -Date, Time and Venue : September 15, 2016, 03.00 p.m.
B. C. Pal Memorial Auditorium,
A-81, Chittaranjan Park, New Delhi 110019
ii) Financial Year: 2015- 16
iii) Dividend payment : No Dividend is declared.
v) Listing on Stock Exchanges : Equity Shares are listed on The Bombay Stock Exchange Mumbai.
The Company has paid the Listing fee for the period Apr. 1, 2016
to Mar. 31, 2017
vi) Stock Code : 517258
Vii) Share Price Data : High, Low during last year
Month BSE INDEX PRECISION

High Low High Price Low Price
(In Rs.) (In Rs.)
Apr-15 29094 26897 41.00 26.30
May-15 28071 26423 42.00 28.00
Jun-15 27968 26307 32.75 25.90
July-15 28578 27416 55.00 26.70
Aug-15 28417 25298 52.20 30.40
Sep-15 26471 24833 38.45 28.70
Oct-15 27618 26168 44.45 31.30
Nov-15 26824 25451 47.60 33.00
Dec-15 26256 24867 53.00 40.00
Jan-16 26197 23839 56.00 41.05
Feb-16 25002 22494 51.90 34.75
Mar-16 25479 23133 45.35 34.00
Share Price Performance of
Precision Electronics Limited (PEL) in comparison with BSE Sensex
for the period April 1, 2015 to March 31, 2016
BSE High
PEL High

(vii) Registrar Transfer Agent : Skyline Financial Services Pvt. Ltd.
D- 153/A First Floor Okhla Industrial Area Phase 1
New Delhi - 110020
(viii)Share Transfer System: The Company's shares are traded in the stock exchange(s) in demat as well as physical
mode. All valid transfers lodged with the Company/Registrar and Transfer Agent are processed and returned to
the Shareholders within the stipulated period.
(ix) Distribution of shareholding: Shareholding Pattern as on March 31, 2016.
Category Code Category of Shareholder Number. of Total number of
shareholders shares
(A) Promoter and Promoter Group
(1) Indian
(a) Individuals / Hindu Undivided Family 11 6830064
(b) Central Government / State Government(s) 0 0
(c) Bodies Corporate 6 133896
(d) Financial Institutions / Banks 0 0
(e) Any Other (specify) 0 0
Sub-Total (A)(1) 17 6963960
(2) Foreign
(a) Individuals (Non Resident Individuals/
Foreign Individuals) 1 189730
(b) Bodies Corporate 1 3179905
(c) Institutions 0 0
(d) Any Other (specify) 0 0
Sub-Total (A)(2) 2 3369635
Total Shareholding of Promoter and
Promoter group (A)= (A)(1)+(A)(2) 19 10333595
(B) Public shareholding
(1) Institutions
(a) Mutual Funds 4 8700
(b) Venture Capital funds 0 0
(c) Alternative investment funds 0 0
(d) Foreign Venture Capital Investors 0 0
(e) Foreign portfolio investors 0 0
(f) Financial institutions/ banks 5 3050
(g) Insurance Companies 0 0
(h) Provident fund/ pension funds 0 0
Any other specify
Sub-Total (B)(1) 9 11750
Central Government / State Government(s)/
president of India 0 0
Sub-Total (B)(2) 0 0
2 Non-Institutions
(a) Individual shareholders holding nominal share
capital up to Rs. 2 lakh. 14090 1042287

ii. Individual shareholders holding nominal share
capital in excess of Rs. 2 lakh. 16 2120867
(b) NBFCs registered with RBI 1 47432
Employee trusts 0 0
Overseas depositories (holding DRs) (balancing figure) 0 0
Any other specify 99 292581
Sub-Total (B)(3) 14206 3503167
Total Public Shareholding (B) = (B)(1) + (B)(2) + (B)(2) 14215 3514917
Total (A) + (B) 14234 13848512
x) As on March 31, 2016 of the total eligible shares 9056856 were held in dematerialized form and the balance
4791656 shares in physical form.
xi) Out standing GDR/ADR: NIL
xii) Commodity Price Risk or Foreign Exchange Risk and hedging activity: NIL
xiii) Plant Location : a) Noida Plant
D-10, Sector-3, Gautam Budh Nagar, Noida - 201301
b) Roorkee Plant
Plot No. 9&10, KIE Industrial Estate, Village Mundiyaki
(Manglore), Roorkee Haridwar-249406. Uttrakhand.
xiv) Address for correspondence : Registered Office:
D-1081, New Friends Colony, New Delhi-110025
Corporate Office:
D-10, Sector-3, Gautam Budh Nagar, Noida-201301
10. OTHER DISCLOSURES
a) There is no material significant related party transaction with related parties that may have potential
conflict with the interest of the Company at large.
b) There were no instances of non-compliance by the Company or penalties, strictures imposed on the
Company by the Stock exchanges or SEBI or any other statutory authority on any matter related to the
capital markets during the last three years.
c) The Company has formulated and implemented a Whistle Blower Policy and no personnel is denied access
to the audit committee.
d) The company has complied with all the mandatory requirements of SEBI (LODR) Regulations 2015 and
following non-mandatory requirements are complied with:
Company has appointed separate persons as Chairman and Managing Director.
Internal auditor may report directly to the audit committee.
e) Demat Suspense Account-Nil
f) The Company does not have any subsidiary. Shareholders can reach for companys policies and the
business information at www.pel-india.com, which is regularly updated in order to meet the corporate
governance requirement and for the benefit of shareholders/ investors.

DECLARATION ON COMPLIANCE WITH THE CODE OF CONDUCT
Dear Members,
Pursuant to Regulation 26(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, your
Directors have laid down a Code of Conduct for Directors and Senior Management. The same has been posted on the
website of the Company.
It is hereby certified that the members of the Board and the Senior Management personnel have confirmed their
compliance with the Code of Conduct for Members of the Board and Senior Management except Mr. Pradeep K
Kanodia, Director of the Company. He has expressed as follows:
I cannot undertake to comply with the Code since this is total contradiction/conflict with the settlement Agreement
dated 23.01.2013. Therefore, I request the Board to grant me the waiver from code of conduct as per Clause 16 of the
Code of Conduct.
FOR AND ON BEHALF OF THE BOARD
Sd/-
Date: 21-05-2016 Company Secretary
CERTIFICATION UNDER REGULATION 17(8) AND PART B OF SCHEDULE II OF SEBI

(LISTING OBLIGATIONS AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015
We, Ashok K Kanodia, Managing Director and Jagjit Singh Chopra, Chief Finance Officer, responsible for the finance
function certify that:
a) We have reviewed financial statements and the cash flow statement for the year ended March 31, 2016 and that to
the best of their knowledge and belief:
i. these statements do not contain any materially untrue statement or omit any material fact or contain
statements that might be misleading;
ii. these statements together present a true and fair view of the Companys affairs and are in compliance with
existing accounting standards, applicable laws and regulations.
b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year
ended March 31, 2016 are fraudulent, illegal or violative of the Companys code of conduct.
c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that they
have evaluated the effectiveness of the internal control systems of the Company and they have disclosed to the
auditors and the Audit Committee, deficiencies in the design or operation of internal controls, if any, of which
they are aware and the steps they have taken or propose to take to rectify these deficiencies.
d) We have indicated to the auditors and the Audit committee:
i. There has not been any significant changes in internal control during the year;
ii. There has not been any significant changes in accounting policies during the year and that the same have
been disclosed in the notes to the financial statements; and
iii. We are not aware of any instances of significant fraud of which they have become aware and the
involvement therein, if any, of the management or an employee having a significant role in the Companys
internal control system over financial reporting..
For And On Behalf Of The Board
Place: Noida Sd/- Sd/-

Date: 20.05.2016 Ashok K Kanodia Jagjit Singh Chopra
Managing Director Chief Finance Officer

CORPORATE GOVERNANCE CERTIFICATE
To,
The Members,
(CIN: L32104DL1979PLC009590)
New Delhi-110065
We have examined the compliance of conditions of Corporate Governance by Precision Electronics Limited (the
Company) for the year ended on 31st March, 2016 as stipulated in Clause 49 of the Listing Agreement of the Company
with the Stock Exchanges (Listing Agreement) for the period April 1, 2015 to November 30, 2015 and Regulations 17
to 20, 22, 23, 25, 26, 27 and clauses (b) to (g), (i) of sub-regulation (2) of Regulation 46 and para C, D & E of Schedule V of
Regulation 34 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015 (SEBI Listing Regulations) for the period December 1, 2015 to March 31, 2016.
The Compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was
limited to review of procedures and implementations thereof, as adopted by the Company for ensuring the
compliances of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the
financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us and the representations
made the directors and the management, we certify that the Company has complied with the conditions of Corporate
Governance as stipulated in the above-mentioned Listing Agreement and SEBI Listing Regulations for the respective
period as mentioned above except that Shri Pradeep Kumar Kanodia, Non- Executive Director has expresses as
follows:
I cannot undertake to comply with the Code since this is total contradiction/conflict with the settlement Agreement dated
23.01.2013. Therefore, I request the Board to grant me the waiver from code of conduct as per Clause 16 of the Code of Conduct.
We have to state that, no investor grievance is pending for a period exceeding one month against the Company as per
the information furnished by the Companys Registrar, otherthan those which are a subject matter of litigation.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the
efficiency or effectiveness with which the management has conducted the affairs of the Company.

Company Secretaries
Sd/-
Munish Kumar Sharma
Company Secretary
M. No.: F6031
C.P. No. 6460
Date: 2nd August, 2016

INDEPENDENT AUDITORS REPORT
To
The Members of
Precision Electronics Limited
D-1081, New Friends Colony
New Delhi-110025
Report on the Financial Statements
We have audited the accompanying financial statements of Precision Electronics Limited (the company), which
comprise the Balance Sheet as at 31st March 2016, the Statement of Profit and Loss, the Cash Flow Statement for the year
then ended, and a summary of significant accounting policies and other explanatory information.
Managements Responsibility for the Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013
(the Act) with respect to the preparation of these financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in accordance with the accounting principles generally
accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in
accordance with the provision of the Act for safeguarding the assets of the Company and for preventing and detecting
frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and
estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting
records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are
free from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are
required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act.
Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the
financial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks
of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments,
the auditor considers internal financial control relevant to the Companys preparation of the financial statements that
give true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the
purpose of expressing an opinion on whether the company has in place an adequate internal financial controls system
over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the
appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by
Companys Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial
statements, give the information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st
March, 2016, and its Loss and its cash flows for the year ended on that date.
Report on other Legal and Regulatory Requirements

1. As required by the Companies (Auditors Report) Order, 2016 (the order), issued by the Central Government of
India in terms of Sub Section (11) of Section 143 of the Act, we give in the Annexure A statement on the matters
specified in paragraph 3 & 4 of the Order, to the extent applicable.
2. As required by Section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit.
b) In our opinion proper books of account as required by law have been kept by the Company so far as it
appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report
are in agreement with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under
Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e) On the basis of written representations received from the directors as on 31st March, 2016, taken on record by
the Board of Directors, none of the directors is disqualified as on 31st March, 2016, from being appointed as a
director in terms of Section 164(2) of the Act.
f) With respect to the adequacy of the internal financial controls over financial reporting of the company and
the operating effectiveness of such controls, refer to our separate Report in Annexure B
g) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and
according to the explanations given to us, we report that:
i. The Company has disclosed the impact of pending litigations on its financial position in its financial
statements Refer Note 27.1 to the financial statements,
ii. The Company did not have any long-term contracts including derivatives contracts for which there were any
material foreseeable losses.
iii. There were no amounts which were required to be transferred, to the Investor Education and Protection
Fund by the Company.
For Rajendra K. Goel & Co.
Chartered Accountants
FRN-001457N
Place: New Delhi R.K Goel

Date : 21st May, 2016 (Partner)
Membership No: 006154

ANNEXURE A TO INDEPENDENT AUDITORS REPORT
Referred to in paragraph 1 under the heading Report on Other Legal & Regulatory Requirement of our report of even
date to the financial statements of the Company for the year ended March 31, 2016:
i) (a) The Company has maintained proper records showing full particulars, including quantitative details and
situation of fixed assets;
(b) The fixed assets have been physically verified by the management in a phased manner, designed to cover all
the items over a period of three years, which in our opinion, is reasonable having regard to the size of the
company and nature of its business. Pursuant to the program, a portion of fixed asset has been physically
verified by the management during the year and no material discrepancies between the books records and
physical fixed assets have been noticed.
(c) The title deeds of immovable properties are held in the name of the company.
ii) (a) The inventories excluding material in transit have been physically verified during the year by the
management. In our opinion, the frequency of such verification is reasonable.
(b) The discrepancies noticed on physical verification of Inventory as compared to books records which has
been properly dealt with in the books of account were not material.
iii) The Company has not granted any loans, secured or unsecured, to the companies, firms, Limited Liability
Partnerships or other parties covered in the Register maintained under Section 189 of the Act. Accordingly, the
provisions of clause 3 (iii) (a) to (c) of the order are not applicable to the company and hence not commented upon.
iv) In our opinion and according to the information and explanations given to us, the company has complied with the
provisions of section 185 and 186 of the Companies Act, 2013 in respect of loans, investments, guarantees, and
security.
v) The Company has not accepted any deposits from the public and hence the directives issued by the Reserve Bank
of India and the provisions of Sections 73 to 76 or any other relevant provisions of the Act and the Companies
(Acceptance of Deposits) Rules, 2015 with regard to the deposits accepted from the public are not applicable.
vi) We have broadly reviewed the accounts and records maintained by the company pursuant to the rule made by the
central government for maintenance of cost records under sub section (1) of section 148 of companies Act, and are
the opinion that the prima facie the prescribed accounts and record have been made and maintained. However we
have not made a detailed examination of the record with a view to determining whether they are accurate and
complete;
vii) (a) According to information and explanations given to us and on the basis of our examination of the books of
account, and records, the company has been generally regular in depositing undisputed statutory dues
including Provident Fund, Employees State Insurance, Income Tax, Sales Tax, Service Tax, Duty of
Customs, Duty of Excise, Value Added Tax, Cess and any other statutory dues with the appropriate
authorities. According to the information and explanations given to us, no undisputed amounts payable in
respect of the above were in arrears as at 31st March 2016 for a period of more than six months from the date on
when they become payable.
(b) According to the information and explanations given to us, there are disputed dues of Income Tax, Service
Tax, Entry Tax & Cess aggregating to Rs. 5,84,391 which have not been deposited as at 31st March, 2016 are
mentioned hereunder:
Name of the Nature of Dues Period / Year Amount Forum Before which
Statute (Rs. in Lakhs) dispute is pending
The Central Excise Availment of 04/2009 03/2011 1,89,918 Custom Excise and
Act 1944 Cenvat Credit Service Tax Appellate
Tribunal
Central Sales Tax Central Sales Tax 2010-2011 34,473 Additional

Act 1956 Commissioner Sales
Tax Appeals

Central Sales Tax Central Sales Tax 2011-2012 1,25,000 Additional
Act 1956 Commissioner Sales
Tax Appeals
The Uttar Pradesh Value Added Tax 2011-2012 2,35,000 Additional

Value Added Tax Commissioner Sales
Act, 2008 Tax Appeals
viii) In our opinion and according to information and explanations given to us, the company has not defaulted in
repayment of dues to banks or financial institution;
ix) Based upon the audit procedures performed and the information and explanation given by the management, the
company has not raised moneys during the year by way of initial public offer or further public offer including
debt instruments and term loans. Accordingly, the provisions of clause 3 (ix) of the Order are not applicable to the
company and hence not commented upon.
x) Based upon the audit procedures performed and the information and explanation given by the management, we
report that no fraud by the company or on the company by its officers or employees has been noticed or reported
during the year.
xi) Based upon the audit procedures performed and the information and explanation given by the management, the
managerial remuneration has been paid or provided in accordance with the requisite approvals mandated by the
provisions of section 197 read with Schedule V to the Companies Act.
xii) In our opinion, the Company is not a Nidhi Company. Therefore, the provisions of clause 4 (xii) of the Order are
not applicable to the Company.
xiii) In our opinion, all transactions with related parties are in compliance with section 177 and 188 of the Companies
Act, 2013 and the details have been disclosed in the Financial Statements as required by the applicable accounting
standard.
xiv) Based upon the audit procedures performed and the information and explanation given by the management, the
company has not made any preferential allotment or private placement of shares or fully or partly convertible
debentures during the year under review. Accordingly, the provision of clause 3 (xiv) of the Order are not
applicable to the company and hence not commented upon.
xv) Based upon the audit procedures performed and the information and explanation given by the management, the
company has not entered into any non-cash transactions with directors or persons connected with him.
Accordingly, the provision of clause 3 (xv) of the Order are not applicable to the company and hence not
commented upon.
xvi) In our opinion, the company is not required to be registered under section 45-IA of the Reserve Bank of India Act,
1934 and accordingly, the provisions of clause 3 (xvi) of the Order are not applicable to the company and hence not
commented upon.

FRN-001457N


ANNEXURE - B TO THE INDEPENDENT AUDITORS REPORT
Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act,
2013 (the Act)
We have audited the internal financial controls over financial reporting of Precision Electronics Limited (the
Company) as of March 31, 2016 in conjunction with our audit of the financial statements of the Company for the year
ended on that date.
Managements Responsibility for Internal Financial Controls
The Companys management is responsible for establishing and maintaining internal financial controls based on the
internal control over financial reporting criteria established by the Company considering the essential components of
internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by
the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and
maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and
efficient conduct of its business, including adherence to companys policies, the safeguarding of its assets, the
prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely
preparation of reliable financial information, as required under the Companies Act, 2013.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys internal financial controls over financial reporting based
on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the Guidance Note) and the Standards on Auditing, issued by ICAI and deemed to be
prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial
controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered
Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over
financial reporting was established and maintained and if such controls operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over
financial reporting included obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected depend on the auditors judgment, including the
assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the Companys internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A companys internal financial control over financial reporting is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial statements for external purposes in
accordance with generally accepted accounting principles. A companys internal financial control over financial
reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and expenditures of the company are
being made only in accordance with authorizations of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
companys assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future
periods are subject to the risk that the internal financial control over financial reporting may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial
reporting and such internal financial controls over financial reporting were operating effectively as at March 31, 2016,
based on the internal control over financial reporting criteria established by the Company considering the essential
components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial
Reporting issued by the Institute of Chartered Accountants of India.
FRN-001457N


BALANCE SHEET AS AT MARCH 31, 2016
(Amount in Rs.)
Particulars Note No. As at As at
31.03.16 31.03.15
EQUITY AND LIABILITIES
Shareholders Funds
Share Capital 2 138,487,620 138,487,620
Reserves and Surplus 3 143,948,549 164,909,675
282,436,169 303,397,295
Non Current Liabilities
Long-term borrowings 4 29,211,473 22,375,570
Long-term provisions 5 7,054,705 7,066,917
36,266,178 29,442,487
Current Liabilities
Short-term borrowings 6 42,818,039 46,028,328
Trade payables 7 66,825,517 54,839,378
Other current liabilities 8 22,538,172 14,944,197
Short-term provisions 9 1,127,223 864,696
133,308,951 116,676,599
TOTAL 452,011,298 449,516,381
ASSETS
Non-Current Assets
Fixed assets
- Tangible assets 10 182,583,393 194,973,853
- Intangible assets 10 25,405 41,608
- Capital work-in-progress 10 - -
Deferred tax assets (Net) 11 29,977,622 24,782,718
Long-term loans and advances 12 9,587,216 9,678,297
Other non-current assets 13 396,653 69,278
222,570,289 229,545,754
Current Assets
Inventories 14 123,386,240 117,684,890
Trade receivables 15 84,527,507 75,455,989
Cash and Bank balances 16 5,315,845 11,289,975
Short-term loans and advances 17 10,675,330 10,803,433
Other current assets 18 5,536,087 4,736,340
229,441,009 219,970,627
TOTAL 452,011,298 449,516,381
Significant Accounting Policies and
Notes on Financial Statements 1 to 27
As per our Report of even date attached For and on behalf of the board
to the Balance Sheet
(Chartered Accountants)
F.R.N. 001457N Ashok Kanodia Sharvan Kumar Kataria Suresh Vyas
Managing Director Director Director
(R.K. Goel) DIN: 00002563 DIN: 03399949 DIN: 00085571
Partner
M.No. 006154
Place: New Delhi Jagjit Singh Chopra Veenita Puri
Dated: 21st May, 2016 Chief Finance Officer Company Secretary

STATEMENT OF PROFIT & LOSS FOR THE YEAR ENDED MARCH 31, 2016
(Amount in Rs.)
Particulars Note No. For the Year ended For the Year ended
31.03.2016 31.03.2015
INCOME
Revenue from Operations 19 287,642,107 297,802,078
Less: Excise duty, VAT, Sales tax and Service tax 29,923,945 22,175,425
Revenue from Operations (Net) 257,718,162 275,626,653
Other Income 20 2,363,420 2,243,054
TOTAL 260,081,582 277,869,707
EXPENSES
Cost of material consumed 21 77,242,852 92,460,923
Purchases of Traded goods (Telecom Products) 1,897 1,283,004
Change in inventories of finished goods,
work in progress and traded goods 22 4,561,812 (1,942,994)
Employee benefits expenses 23 74,008,132 68,646,321
Labour Charges for Infra Services 54,889,658 40,493,453
Finance costs 24 10,551,805 8,176,982
Depreciation and amortization expenses 10 11,709,719 15,439,044
Other expenses 25 52,144,828 51,145,231
TOTAL 285,110,703 275,701,964
Profit before Prior period items and Tax (25,029,121) 2,167,743
Prior period items 26 (335,205) 111,782
Profit before tax (24,693,916) 2,055,961
Tax expenses :
- Current Tax - 423,000
- Wealth Tax - 18,500
- Earlier year Taxes - -
- Wealth Tax (Earlier year) - -
- Mat Credit Entitlement - (423,000)
- Deferred Tax 11 (5,194,904) (430,611)
Profit for the year (19,499,012) 2,468,072
Earning per equity share 27.6
- Basic (1.41) 0.18
- Diluted (1.41) 0.18
Significant Accounting Policies and
Notes on Financial Statements 1 to 27
Partner
M.No. 006154

CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2016
Particulars Year ended Year ended

31.03.2016 31.03.2015
A Cash Flow from Operating Activities
Net Profit/(Loss) before Tax, Extraordinary Items and Prior Period Items (25,029,121) 2,167,743
Adjustment for :
Depreciation and Amortisation 11,709,719 15,439,044
Provision for Doubtful debts Advances 283,820 -
Provision for Trade receivables 621,381 115,418
Interest Income (707,895) (1,133,613)
Finance Cost 10,551,805 8,176,982
(Profit)/Loss on sale of fixed assets (Net) 60,015 132,913
Operating Profit/(Loss) before Working Capital Changes (2,510,276) 24,898,487
Adjustment for:
(Increase)/Decrease in Trade Receivable (9,692,900) (47,273,470)
(Increase)/Decrease in Loans & Advances, Other non current
assets and Other current assets (1,370,252) 1,911,469
(Increase)/Decrease in Inventories (5,701,350) (3,614,795)
Increase/(Decrease) in Trade Payable & Other Liabilities 17,963,620 (13,064,870)
Cash inflow from Operations before prior period adjustment. (1,311,158) (37,143,181)
Prior period adjustment (Net) (335,205) 111,782
Income Tax 1,011,065 (6,267,722)
Net Cash inflow/(outflow) from Operating Activities (A) (1,987,018) (30,987,241)
B Cash Flow from Investing Activities
(Purchase) of Fixed Assets (847,635) (2,743,359)
Sale of Fixed Assets - 69,384
Interest Received 1,897,454 281,630
Net Cash inflow/(outflow) from Investing Activities (B) 1,049,819 (2,392,345)
C Cash Flow from Financing Activities
Proceeds/ (Repayment) of Borrowings (Net) 5,514,874 37,722,126
Finance Charges Paid (10,551,805) (8,176,982)
Net Cash inflow/(outflow) from Financing Activities (C) (5,036,931) 29,545,144
Net Increase/(Decrease) in Cash & Cash Equivalent (A+B+C) (5,974,130) (3,834,442)
Cash & Cash Equivalent at the beginning of the year 11,289,975 15,124,417
Cash & Cash Equivalent at the end of the year 5,315,845 11,289,975
Partner
M.No. 006154

Note1 to the Financial Statements
Significant Accounting Policies
1.1. General
i) The accounts are prepared on historical cost convention, on accrual basis and on the principal of going
concern.
ii) Accounting policies not specifically referred to otherwise, are consistent and in accordance with Indian
generally accepted accounting practices comprising of the mandatory Accounting Standard, Guidance
notes and other pronouncements issued by ICAI and the provision of the Companies Act, 2013.
1.2. Use of Estimates
The preparation of financial statement require estimates and assumption that affect the reported amounts of
income and expenses of the period, the reported amounts of assets and liabilities and disclosers relating to
contingent liabilities as on the date of financial statements. Difference between the actual result and estimated are
recognized in the period in which the result are known/materialized.
1.3. Fixed Assets:
i) Fixed Assets are stated at cost of acquisition less cenvat if any and subsequent improvements thereto
including taxes, duties, freight and other incidental expenses related to acquisition and installation except
in the case of Leasehold land which has been revalued as on 31.3.2006.
ii) Fixed Assets are stated at cost less accumulated depreciation. Depreciation is provided based on useful life
of the assets as prescribed in Schedule II to the Companies Act, 2013, except software having future
economic benefits more than a year, to be amortized in two to three years.
iii) Leasehold land is amortized over the years of lease.
iv) Fixed Assets costing below Rs. 5,000 is fully depreciated in year of purchase.
1.4. Trade receivable:
Trade receivables are stated after making adequate provision for doubtful debts, if any.
1.5. Loans & Advances:
Loans and Advances are stated after making adequate provision for doubtful advances, if any.
1.6. Contingent Liabilities:
Contingent liabilities are not provided for in the accounts and are shown separately in Notes on Accounts.
1.7. Revenue Recognition
i) Revenue from Infra activity.
Infra revenue and costs are recognized by reference to the stage of completion of the construction activity at
the balance sheet date, as measured by the proportion that contact costs incurred for work performed to
date bear to the estimated total contract costs. Where the outcome of the infra cannot be estimated reliably,
revenue is recognized to the extent of the infra costs incurred if it is probable that they will be recoverable.
In the case of contracts with defined milestones and assigned prices for each milestone, it recognizes
revenue on transfer of significant risks and rewards which coincides with achievement of milestone and its
acceptance by its customers. Provision is made for all losses incurred to the balance sheet date. Any further
losses that are foreseen in bringing contracts to completion are also recognised. Variations in contract work,
claims and incentive payments are recognised to the extent that it is probable that they will result in
revenue and they are capable of being reliably measured. Contract revenue in excess of billing is reflected
as unbilled revenue and billing in excess of contract revenue is reflected as unearned revenue.
ii) Revenue other than Infra activity.
Sales include excise duty, Sales Tax/ VAT and are net of usual trade discounts, rebates.
iii) Scrap is accounted for as and when sold.
iv) Export incentives and insurance claims are accounted for on receipt basis.
1.8. Method of valuation of inventories is as under:
i) Raw materials are valued at Cost, on weighted average basis and non-moving Items are valued at net
realizable value.

ii) Components, Stores & Spare parts are valued at cost, on FIFO basis.
iii) Finished goods and Traded Goods are valued at cost or net realizable value, whichever is lower.
iv) Goods-in-Process are valued at estimated cost.
v) Cost incurred that relate to future activities on the contract are recognized as Contract work in progress.
Contract work in progress comprising infra costs and other directly attributable overheads is valued at
lower of cost and net realizable value.
1.9. Foreign Exchange Transactions
i) Transactions denominated in foreign currencies are normally recorded at the exchange rate prevailing at
the time of the transaction.
ii) Assets and liabilities relating to foreign currency transactions remaining unsettled at the end of the year are
translated at contracted rates, when covered by foreign exchange contracts and at year end rates in all other
cases.
iii) Gains and Losses on foreign exchange transaction/ translation other than those relating to fixed assets are
recognized in the Profit and Loss Account. Gain or loss on translation of long term liabilities incurred to
acquire fixed assets is treated as an adjustment to the carrying cost of such fixed assets.
1.10. Research & Development
Revenue Expenditure on R&D is charged to revenue under the respective heads of accounts. Capital Expenditure
on R&D is treated as addition to Fixed Assets.
1.11. Technical know-how is accounted for on payment basis and is written-off over a period of six years from the year
of payment.
1.12. Employees Benefits
The Company has taken Group Gratuity Policy with the Life Insurance Corporation of India (LIC) for future
payment of gratuities which is a defined benefit. The gratuity liability is determined based on an actuarial
valuation performed by LIC.
Provision for Leave Encashment, which is a defined benefit, is made on an actuarial valuation carried out by an
independent actuary.
Contribution to Provident Fund is accrued as per the provisions of the Employees Provident Fund and
Miscellaneous Provisions Act 1952. Contribution payable to Provident fund is charged to Profit & Loss Account.
1.13. Provision for Current and Deferred Tax
Provision for current tax is made on the basis of estimated taxable income for the current accounting period and
in accordance with the provisions as per Income Tax Act 1961.
Deferred tax resulting from Timing Differences between book and taxable profit for the year is accounted for
using the tax rate and laws that have been enacted or substantively enacted as on the Balance Sheet date. The
deferred tax asset is recognized and carried forward only to the extent that there is reasonable certainty that the
asset will be adjusted in the future
1.14. Segment Accounting:
i) Segment Revenue & Expenses:
Joint revenue & expenses of the segments are allocated among them on reasonable basis .All other segment
revenue and expenses are directly attributed to the segments.
ii) Segment Assets & liabilities:
Segment assets include plant & machinery, Inventory, security deposit, earnest money and material-in-
transit and segment liabilities include sundry creditors.
iii) Inter Segment sales:
Inter segment sales between operating segments are accounted for at market price. These transactions are
eliminated in consolidation.
1.15 Recognition of Prior Period Expenses & Prepaid Expenses:
Prepaid expenses and prior period expenses/income of items of Rs. 10,000/- and below are charged to natural
head of accounts.

NOTES TO THE FINANCIAL STATEMENT FOR THE YEAR ENDING 31ST MARCH, 2016
Particulars (Amount in Rs.) (Amount in Rs.)
As at As at
31.03.2016 31.03.2015
Note 2 to the financial statements
SHARE CAPITAL
Authorised :
2,00,00,000 Equity Shares of Rs 10/- each (Previous
year 2,00,00,000 Equity Shares of Rs 10/- each) 200,000,000 200,000,000
Issued, subscribed and paid up
1,38,48,512 Equity Shares (Previous year 1,38,48,512 Equity Shares)
of Rs 10/- each fully paid up 138,485,120 138,485,120
Add: Forfeited Shares (Amount Paid up) 2,500 2,500
Total 138,487,620 138,487,620
1. Reconcilation of no. of equity shares No. of Shares No. of Shares
Balance at the beginning of the year 13,848,512 13,848,512
Add: Shares Issued during the year - -
Less: Bought back during the year - -
Balance at the end of the year 13,848,512 13,848,512
2. The Company has only one class of Equity Shares having a par value of Rs. 10 per equity share. The holders of the
equity shares are entitled to receive dividend as declared from time to time and are entitled to voting rights
proportionate to their share holding at the meeting of share holders.
3. The List of Share holders holding more than 5% shares in the company: No. of Percentage of
Equity Shares holdings
Mr. Ashok Kanodia 3,087,734 22.30%
Mr. Pradeep Kanodia 3,104,235 22.42%
Knowledge Holding and Investments Pte Ltd. 3,179,905 22.96%
As at As at
31.03.2016 31.03.2015
Reserves & surplus
A) Revaluation Reserve
Addition during the year - -
Amortisation on Revalued lease hold land 1,462,118 1,462,118
B) General Reserve
Amount Transferred from Surplus - -
Adjustment during the year - -
C) Surplus
Add: Amount Transferred surplus/ (Deficit) from the Statement of - -
Profit and Loss during the year (19,499,011) 2,468,072
Add: Deffered tax Adjustment from retained earning as required by
Schedule II of Companies Act, 2013 - 1,628,721
Less: Depreciation Adjustment from retained earning as required by
Schedule II of Companies Act, 2013 - 5,271,192
Total 143,948,549 164,909,675

As at As at
31.03.2016 31.03.2015
NON CURRENT LIABILITIES
Long term borrowings
Term Loan:
Secured
Loan from Others
Kotak Mahindra Prime Ltd* 815,073 -
Loans and advance from Related Party
Unsecured
Loan from Others
Bajaj Finance Ltd.** 1,020,830 -
Loan from Director*** 27,375,570 22,375,570
Total 29,211,473 22,375,570
Security
*Hypothecation of Car
Terms of Repayment
* The vehicle loans to be repaid upto 1st August, 2018 in equated monthly installment.
** Unsecured loan to be repaid upto 10th October, 2018 in equated monthly installment.
*** The loan from director taken before 1st April, 2014 amounting to Rs. 22,375,570/- and taken during the year
amounting to Rs. 5,000,000/-. This Loan to be repaid on demand but not before 1st April, 2017
As at As at
31.03.2016 31.03.2015
NON CURRENT LIABILITIES
Long term provisions
Provision for employee benefits* 7,054,705 7,066,917
Total 7,054,705 7,066,917
* Disclosure required by AS 15 on Employee Benefits has been made in Note no 27.7
As at As at
31.03.2016 31.03.2015
CURRENT LIABILITIES
Short Term Borrowings
Secured
Working Capital Loan from Punjab National Bank 42,818,039 46,028,328
(Against hypothecation of stock, debtors, present and
future other current assets, fixed , movable assets,
equitable mortagage of immovables of Company and
personal guarantee of two directors) Total 42,818,039 46,028,328


As at As at
31.03.2016 31.03.2015
CURRENT LIABILITIES
Trade payables
For Goods and Services* 66,825,517 54,839,378
Total 66,825,517 54,839,378
*Disclosure regarding MSMED has been made in Note no 27.3
As at As at
31.03.2016 31.03.2015
CURRENT LIABILITIES
Other current liabilities
Current maturities of Long-term debts*
Term Loans:
Secured
Loan from Bank*
ICICI Bank Limited - 128,616
Loan from Others**
Kotak Mahindra Prime Ltd 975,391 -
Unsecured
Loan from Others**
Bajaj Finance Ltd. 1,042,485 -
Payable for Capital expenditures 89,900 112,350
Other Payables
Statutory dues 4,843,560 3,408,636
Others*** 15,586,836 11,294,595
Total 22,538,172 14,944,197
*Hypothecation of Car
** Refer note no. 4
*** Includes Advance from customers, payable to employees and others.
As at As at
31.03.2016 31.03.2015
CURRENT LIABILITIES
Short term provisions
Provision for employee benefits* 1,018,623 756,096
Provision for Wealth tax 108,600 108,600
Total 1,127,223 864,696
* Disclosure required by AS 15 on Employee Benefits has been made in Note no 27.7

Note No. 10 to the financial statements
Fixed Assets
Particulars Gross Block Depreciation Net Block
Cost As at Additions Deduction/ Cost As at Upto For the Deduction/ Upto As at As at
1.04.2015 Adjustment 31.03.2016 31.03.2015 Year Adjustment 31.03.2016 31.03.2016 31.03.2015
Tangible Assets
Land
- Roorkee (Freehold) 13,399,442 - - 13,399,442 - - - - 13,399,442 13,399,442
13,399,442 - - 13,399,442 - - - - 13,399,442 13,399,442
- Noida (Leasehold)* 95,024,408 - - 95,024,408 14,054,750 1,499,438 - 15,554,188 79,470,220 80,969,658
95,024,408 - - 95,024,408 12,555,312 1,499,438 - 14,054,750 80,969,658 82,469,096
Buildings 69,654,864 - - 69,654,864 26,110,404 2,093,011 - 28,203,415 41,451,449 43,544,460
69,654,864 - - 69,654,864 24,023,476 2,086,928 - 26,110,404 43,544,460 45,631,388
Buildings - Others 175,480 - - 175,480 49,097 55,648 - 104,745 70,735 126,383
- 175,480 - 175,480 - 49,097 - 49,097 126,383 -
Plant & Machinery 67,645,976 392,900 1,200,307 66,838,569 27,892,454 5,079,701 1,140,292 31,831,863 35,006,706 39,753,522
66,555,910 1,427,046 336,980 67,645,976 22,341,796 5,685,341 134,683 27,892,454 39,753,522 44,214,114
Lab Equipments and
other Fixed Assets 5,868,789 - - 5,868,789 1,864,402 661,471 - 2,525,873 3,342,916 4,004,387
5,868,789 - - 5,868,789 1,059,187 670,791 (134,424) 1,864,402 4,004,387 4,809,602
Computers 24,276,412 94,700 - 24,371,112 23,433,903 95,354 - 23,529,257 841,855 842,508
24,190,159 86,253 - 24,276,412 20,057,543 1,606,510 (1,769,850) 23,433,903 842,509 4,132,616
Office Equipments 9,929,074 176,788 - 10,105,862 7,917,229 831,184 - 8,748,413 1,357,449 2,011,845
9,612,088 316,986 - 9,929,074 3,089,988 1,567,237 (3,260,004) 7,917,229 2,011,845 6,522,100
Furniture & Fixtures 11,679,022 160,800 - 11,839,822 6,561,490 1,269,578 - 7,831,068 4,008,754 5,117,532
11,605,049 73,973 - 11,679,022 5,172,261 1,376,323 (12,906) 6,561,490 5,117,532 6,432,788
Vehicles 13,920,790 - - 13,920,790 8,945,263 1,553,374 - 10,498,637 3,422,153 4,975,527
13,920,790 - - 13,920,790 6,641,238 2,210,017 (94,008) 8,945,263 4,975,527 7,279,552
Moulds & Dies 285,600 - - 285,600 57,010 16,875 - 73,885 211,715 228,590
204,000 81,600 - 285,600 40,392 16,618 - 57,010 228,590 163,608
Plant & Machinery-
-Obsolete & Non-Serviceable - - - - - - - - - -
- - - - - - - - - -
Total 311,859,857 825,188 1,200,307 311,484,738 116,886,002 13,155,634 1,140,292 128,901,344 182,583,393 194,973,853
Previous Year 310,035,499 2,161,338 336,980 311,859,857 94,981,192 16,768,300 (5,136,509) 116,886,002 194,973,853 215,054,306
Intangible Assets
Computer software 15,591,769 - - 15,591,769 15,550,162 16,203 - 15,566,365 25,405 41,608
15,544,084 47,685 - 15,591,769 15,417,300 132,862 - 15,550,162 41,608 126,785
Total 15,591,769 - - 15,591,769 15,550,162 16,203 - 15,566,365 25,405 41,608
Previous Year 15,544,084 47,685 - 15,591,769 15,417,300 132,862 - 15,550,162 41,608 126,785
Capital Work in Progress
Capital Work in Progress
(At Roorkee) - - - - - - - - - -
- - - - - - - - - -
Total - - - - - - - - - -
Previous Year - - - - - - - - - -
Grand Total 327,451,626 825,188 1,200,307 327,076,507 132,436,164 13,171,837 1,140,292 144,467,709 182,608,798 195,015,460
Previous Year 325,579,583 2,209,023 336,980 327,451,626 110,398,492 16,901,162 (5,136,509) 132,436,164 195,015,460 215,181,090
Note: 1 Current Year Previous Year
*Depreciation for the year 13,171,837 16,901,162
Less: Additional Depreciation on revalued assets withdrawn from Capital Reserve 1,462,118 1,462,118
Depreciation charged to Profit & Loss Account 11,709,719 15,439,044
Note: 2 Current Year Previous Year
Breakup of Deduction/ Adjustment in Depreciation
Depreciation to be Charged to Retained Earning (As per Schedule II of Companies Act, 2013) - (5,271,192)
Depreciation Reversed on sales of Fixed Assets 1,140,292 134,683
Total of Deduction/ Adjustment in Depreciation 1,140,292 (5,136,509)
Note: 3
In view of the management there is no significant impairment envisaged in the recoverable amount of material fixed assets.

Particulars Amount As at During the Amount As at
01.04.2015 year 31.03.2016
Deferred Tax Assets (Net)
A) Deferred Tax Assets
Provision for doubtful receivable & Advances 664,543 279,706 944,249
Expenses disallowed u/s 43B of Income Tax Act, 1961 2,593,055 (99,326) 2,493,729
Accumulated losses and unabsorbed depreciation
as per Income Tax Act. 31,635,814 4,143,552 35,779,366
34,893,412 4,323,932 39,217,344
B) Deferred Tax Liability
Difference between WDV of Income tax
and Companies Act 10,110,694 (870,972) 9,239,722
10,110,694 (870,972) 9,239,722
C) Deferred Tax Assets/(Liability) Net (A-B) 24,782,718 5,194,904 29,977,622

As at As at
31.03.2016 31.03.2015
NON CURRENT ASSETS
Long term loans and advances
(Unsecured, considered good)
Security Deposits 2,340,228 3,442,374
Other Advances
MAT Credit Entitlement 4,613,009 4,613,009
Advance Tax and TDS 3,056,979 2,045,914
Less: Provision for Income Tax 423,000 423,000
Total 9,587,216 9,678,297

As at As at
31.03.2016 31.03.2015
NON CURRENT ASSETS
Other Non-Current Assets
Prepaid Expenses 396,653 69,278
Total 396,653 69,278

As at As at
31.03.2016 31.03.2015
CURRENT ASSETS
Inventories*
Raw Materials & Components 62,466,238 52,192,698
Goods-in-process (Manufacturing) 55,865,141 53,930,965
Goods-in-process (Infra Services) 4,851,000 10,527,431
Finished Goods - -
Traded Goods 1,061 820,618
Stores & Spare Parts 202,800 213,177
Total 123,386,240 117,684,889
*Inventories are valued as per Significant Accounting Policy no. 1.8.
As at As at
31.03.2016 31.03.2015
CURRENT ASSETS
Trade Receivables
A) Outstanding for a Period Exceeding Six months
- Unsecured - Considered good 11,854,513 8,336,905
- Unsecured - Considered doubtful 2,772,004 2,150,623
14,626,517 10,487,528
Less : Provision for Doubtful receivables 2,772,004 2,150,623
11,854,513 8,336,905
B) Others
- Unsecured - Considered good 72,672,994 67,119,084
72,672,994 67,119,084
Total 84,527,507 75,455,989
As at As at
31.03.2016 31.03.2015
CURRENT ASSETS
Cash and Bank balances
Cash and Cash Equivalents
Balances with Banks
- In Current Accounts 417,859 1,161,259
Cash on Hand 144,704 299,536
Other Bank Balances
- Fixed deposits pledged with bank as security for guarantees.* 4,753,282 9,829,180
Total 5,315,845 11,289,975
*Includes Rs. 4,753,282/- (Previous year Rs. 9,289,180/-) with original maturity of more than 12 months.

As at As at
31.03.2016 31.03.2015
CURRENT ASSETS
Short term loans and advances
(Unsecured, considered Good) Unless otherwise stated
Advance to Employees 1,623,060 977,462
Other Advances
Excise and Cenvat Recoverable 3,808,749 2,650,263
Vat Recoverable 1,341,261 1,749,111
Others*
Unsecured - Considered good 3,902,260 5,426,597
Unsecured - Considered doubtful 283,820 -
10,959,150- 10,803,433
Less : Provision for Doubtful receivables 283,820 -
Total 10,675,330 10,803,433
*Includes Advances to suppliers.
As at As at
31.03.2016 31.03.2015
CURRENT ASSETS
Other current assets
Interest Accrued on FDRS 308,622 1,498,181
Interest Accrued on Security deposit 131,320 -
Security deposits - with Others (Unsecured, considered good) 865,360 453,630
Un-billed Revenue* 3,223,488 1,302,054
Others** 1,007,297 1,482,475
Total 5,536,087 4,736,340
* Un-billed revenue relates to unbilled service income.
**Includes prepaid expenses.
For the Year ended For the Year ended
31.03.2016 31.03.2015
Revenue from Operations*
Sales Manufactured Goods 91,451,480 83,957,782
Sales Traded Goods 1,239 1,903,215
Export Sales 20,938,009 29,064,854
Service Charges 29,314,187 36,059,556
Infra Service Charges 145,636,714 146,761,793
287,341,629 297,747,200
Less: Sales Return - -
287,341,629 297,747,200
Other Operating Revenue
Duty Drawback 246,591 15,741
Sales of Scrap 53,887 39,137
Total 287,642,107 297,802,078
*Refer to Note no. 27.11.a.

31.03.2016 31.03.2015
Other Income
Interest on Deposits 707,895 1,133,613
Interest on Income Tax Refund - 976,371
Interest others 93,089 -
Insurance Claimed Received 1,363,873 -
Other income 27,252 -
Foreign exchange fluctuation gain 171,311 133,070
Total 2,363,420 2,243,054

31.03.2016 31.03.2015
Cost of material consumed*
Opening Stock 52,192,698 50,522,925
Purchases 87,516,392 94,130,696
Closing Stock 62,466,238 52,192,698
Material Consumed** 77,242,852 92,460,923
* Refer to Note no. 27.11.b
** Inculdes Material Consumed for Infra Services Rs. 23,401,154/- (Previous year Rs. 37,121,069/-)
31.03.2016 31.03.2015
Change in inventories of finished goods, work in
progress and traded goods
Opening Stock
- Finished Goods (Manufacturing) - -
- Traded Goods 820,618 820,618
- Goods-in-process (Manufacturing) 53,930,965 52,852,058
- Goods-in-process (Infra Services) 10,527,431 9,663,344
Closing Stock
- Finished Goods (Manufacturing) - -
- Traded Goods 1,061 820,618
- Goods-in-process (Manufacturing) 55,865,141 53,930,965
- Goods-in-process (Infra Services) 4,851,000 10,527,431
Total 4,561,812- (1,942,994)

31.03.2016 31.03.2015
Employee benefits expenses
Salaries, wages and allowances 69,917,220 65,001,131
Contribution to Provident and ESI Funds 1,821,386 1,257,371
Workmen and staff welfare expenses 2,269,526 2,387,819
Total 74,008,132 68,646,321
31.03.2016 31.03.2015
Finance costs
Interest on Loans 8,807,615 6,466,712
Other Borrowing Costs 1,744,190 1,710,270
Total 10,551,805 8,176,982
31.03.2016 31.03.2015
Other expenses
Consumption of stores and spare parts 752,495 282,866
Power and fuel 5,812,534 5,662,523
Rent 120,000 120,000
Security Services 1,555,927 1,620,067
Repairs & Maintenance
- Building 105,326 236,306
- Plant & Machineries 1,063,230 998,681
- Others 647,575 626,442
Insurance 2,440,599 1,346,758
Legal and professional fee 3,225,611 3,720,980
Technical Consultancy 4,638,243 4,371,834
Testing fee 1,028,371 2,270,663
Auditor fees
Statutory Audit 376,875 375,000
Tax audit 55,275 55,000
Other matters 70,350 70,000
Reimbursement of expenses - -
Travelling expenses (including foreign travel) 9,028,003 8,715,237
Marketing & Distribution expenses 6,464,820 7,253,696

Loss on sales/ written off of Fixed assets 60,015 132,913
Vehicle Running Maintenance 2,619,767 2,588,169
Miscellaneous expenses 11,174,611 10,582,678
Provision for Trade receivables 621,381 115,418
Provision for Doubtful debts Advances 283,820 -
Total 52,144,828 51,145,231

31.03.2016 31.03.2015
PRIOR PERIOD EXPENSES/(INCOME) NET
Interest Income on Security deposit with Electricity department (377,244) -
Power and fuel (109,761) -
Testing fee 27,000 -
Legal and professional fee 87,000 15,000
Miscellaneous expenses 37,800 96,782
Total (335,205) 111,782
Note no. 27 to the financial statements:
27.1 Contingent Liabilities, Capital and Other Commitments
Amount as at Amount as at
31.03.2016 31.03.2015
A. Contingent Liabilities not provided for:
i) Guarantees and LC 36,505,752 48,484,648
ii) Disputed Demands in respect of Central Sales Tax and Value Added Tax 3,94,473 4,71,673
iii) Disputed Demands in respect of Central Excise 1,89,918 1,89,918
iv) Legal Proceedings:
Mr. Pradeep Kanodia, along with his son and family HUF, have filed a Company petition before the Honble Company
Law Board under Sections 397 and 398 of the Companies Act, 1956, being Pradeep Kanodia & Others v. Precision
Electronics Ltd. & Others, C.P. No. 162/ND of 2013. In the Petition, the Petitioners have leveled allegations of
oppression and mismanagement against the Company and its Board of Directors. It may be noticed that the Petitioners
had previously also filed a similar petition in 2012, being C.P.No.123/ND/2012 raising similar allegations. That
Petition was dismissed as withdrawn by Order of the Honble CLB on 14.11.2012. The said Company Petition is
pending adjudication before the Honble CLB as also the Honble Delhi High Court.
Mr. Pradeep Kanodia, along with his son and family HUF have also filed a Civil Suit being CS (OS) Comm No 104/2016
against the Company and some of its shareholders in the Honble Delhi High Court. The reliefs sought in the Suit
include specific performance of a private arrangement executed between Mr. Pradeep Kanodia and Mr. Ashok
Kanodia; to which the Company is not a party, nor can the Company be bound by the same. The said Suit is pending
adjudication before the Honble Delhi High Court.
The allegations raised by Mr. Pradeep Kanodia in the Company Petition as also the Civil Suit are totally unfounded
and misplaced; the Company has sought legal advice on the issues raised and is vigorously defending the same. The
Board of Directors have empowered independent Directors Mr. Suresh Vyas and Mr. S.K. Kataria to take decisions on
all legal actions that are necessary to protect the best interest of the Company and its shareholders.
Amount as at Amount as at
31.03.2015 31.03.2014
B. Commitments
i) Capital Commitments net of Advances - -
ii) Other Commitments - -

27.2 Balances of Trade Receivables, Short Term Loan & Advances, Long Term Loan & Advances, Other Current Assets
and Trade Payables are subject to confirmation from the parties.
27.3 The Micro, small and medium enterprises to whom the company owes more than Rs. 1 Lac and outstanding
for more than 30 days as under:
Particulars Current Year Previous Year
(Rs.) (Rs.)
Total outstanding dues to Micro,
Small and medium enterprises 6,592,683 5,911,447
There is no liability for interest which would be payable as Interest on delayed payments as per the Micro, small and
medium enterprises Development Act 2006 as the company does not receive any claims in respect of interest.
27.4 Segment Reporting:
a) Business Segments: Based on guiding principles given in Accounting Standard-17 "Segment Reporting "issued
by the Institute of Chartered Accountants of India, The Company's Business Segments include: Telecom and Infra
Services.
b) Geographical Segments: Since the companies activities / operations are primarily within the Country &
considering the nature of the products/services it deals in, the risk & returns are the same as such there is only one
geographical segment.
c) Information about business segments
TELECOM INFRA SERVICES TOTAL
Particulars Current Year Previous Year Current Year Previous Year Current Year Previous Year
Segment revenue
External sales* 125,280,726 136,519,381 132,136,958 139,052,394 257,417,684 275,571,775
Inter segment sales - - - - - -
Total revenue 125,280,726 136,519,381 132,136,958 139,052,394 257,417,684 275,571,775
Segment results (32,852,875) (26,851,173) 22,756,057 39,647,427 (10,096,818) 12,796,254
Unallocated(expenses)/Income (4,846,277) (4,673,295)
Operating(loss)/profit (14,943,095) 8,122,959
Finance expenses 10,551,805 8,176,982
Interest income 800,984 2,109,984
Profit/(Loss) before taxation (24,693,916) 2,055,961
Wealth tax, Earlier years tax & Mat
Credit Entitlement - (404,500)
Deferred. Tax Assets (5,194,904) (430,611)
Provision for income Tax - 423,000
Net profit after tax (19,499,012) 2,468,072
Segment assets 365,560,411 377,291,860 56,473,264 47,441,803 422,033,676 424,733,663
Unallocated assets 29,977,622 24,782,718
Total assets 452,011,298 449,516,381
Segment Liabilities 70,509,105 63,558,702 26,061,121 14,027,870 96,570,226 77,586,572
Share Capital 138,487,620 138,487,620
Secured & Unsecured Loans 73,004,903 68,532,514
Unallocated Liabilities - -
Reserve & surplus 143,948,549 164,909,675
Total liabilities 452,011,298 449,516,381
Depreciation 10,982,963 14,675,531 726,756 763,513 11,709,719 15,439,044
* Telecom sales include service receipts.

27.5 Related Party Disclosure:
Information about Related Parties as required by Accounting Standard -18.
A) List of Related Party
i) Relative of the Key Management Personnel and their Enterprises/ Associates where the Transaction
has been taken place.
a) Ashok Kanodia (HUF) - (HUF of Managing Director)
b) Mr. Pradeep Kanodia - (Executive Director and Brother of Managing Director)*
c) Mr. Nikhil Kanodia - (Son of Managing Director)
ii) Key Management Personnel
a) Mr. Ashok Kanodia - (Managing Director of the Company)
b) Mr. Jagjit Singh Chopra (Chief Financial Officer of the Company)
c) Mr. Gurvinder Singh Monga (Company secretary of the Company)**
d) Miss. Veenita Puri (Company secretary of the Company)***
*Ceased to be Executive Director w.e.f. 04.06.2015
** Ceased to be Company Secretary w.e.f. 22.12.2015
*** Appointed as Company Secretary w.e.f. 16.01.2016
B) Transactions with Related Parties
(Fig. in 000)
i) Relative of the Key Management Personnel and their Current Year Previous Year
Enterprises/Associates where the transaction have
been taken place.
Rent 120 120
Salary including Perquisites 2945 4110
Amount Payable 227 265
ii) Key Management Personnel
Remuneration including Perquisites 1615 1431
Interest 2921 2613
Salary including Perquisites 2197 1436
Unsecured loan taken during the year 6500 400
Unsecured loan Repaid during the year 1500 400
Unsecured loan at the year 27375 22375
Amount Payable other then Unsecured loan 6046 3534
27.6 Earning Per Share (EPS)
A. Before Prior Period Items: Year Ended Year Ended
31.03.2016 31.03.2015
i) Number of Equity Share outstanding : (Face value of Rs.10 Each)
Number of Shares at the Beginning of the year 13848512 13848512
Number of Shares at the End of the year 13848512 13848512
ii) Net Profit/(loss) after taxation as per Profit & Loss A/c (19,834,217) 2,759,854
iii) Basic & Diluted Earnings (in Rupees) Per Share (1.43) 0.20
B. After Prior Period Items: Year Ended Year Ended
31.03.2016 31.03.2015
i) Number of Equity Share outstanding : (Face value of Rs.10 Each)
Number of Shares at the Beginning of the period 13848512 13848512
Number of Shares at the Close of the period 13848512 13848512
ii) Net Profit/(loss) after prior period items and
taxation as per Profit & loss Account (19,499,012) 2,468,072
iii) Basic & Diluted Earnings (in Rupees) Per Share (1.41) 0.18

27.7 Report Under AS -15 Employee Benefits (Revised 2005)
1. Actuarial Assumptions
Particulars Gratuity Leave Encashment
Current year Previous year Current year Previous year
Discount Rate 8.00% 8.00% 7.80% 7.85%
Salary Escalation 7.00% 8.00% 10.00% 10.00%
Mortality Table 2006-08 (IAL 2006-08 (IAL
Ultimate) Ultimate)
The Present value of Obligation is as per Projected Unit Credit Method.
2. Table showing changes in present value of obligations
Present value of obligations as at
beginning of year 8,097,674 7,386,429 2,143,620 1,711,606
Interest cost 647,814 590,914 160,291 125,425
Current Service Cost 1,219,278 1,055,541 1,438,896 1,277,352
Benefits Paid 533,477 300,693 (177,227) (227,675)
Actuarial (gain)/Loss on Obligations (940,586) (634,517) (1,175,048) (743,088)
Present value of obligations as at
end of year 8,490,703 8,097,674 2,390,532 2,143,620
3. Table showing changes in the fair value of plan assets
Fair value of plan assets at
beginning of years 3,174,377 2,335,000 - -
Expected return on plan assets 263,426 206,686 - -
Contributions 922,204 933,384 - -
Benefits paid 533,477 300,693 (177,227) (227,675)
Actuarial (gain)/Loss on Plan Assets - - - -
Fair value of Plan assets as at end of year 3,826,530 3,174,377 - -
4. Table showing fair value of plan assets
Fair value of plan assets at
beginning of years 3,174,377 2,335,000 - -
Actual return on plan assets 263,426 206,686 - -
Contributions 922,204 933,384 - -
Benefits paid 533,477 300,693 (177,227) (227,675)
Fair value of Plan assets as at end of year 3,826,530 3,174,377 - -
Present Value of obligation at the year end - - 2,390,532 2,143,620
Funded Status (4,664,173) (4,923,297) (2,390,532) (2,143,620)
Excess of actual over estimated
return on Plan Assets. - - - -

5. Actuarial Gain/Loss recognized
Actuarial gain/Loss for the year Obligations 940,586 634,517 1,175,048 743,088
Actuarial gain/Loss for the year Plan assets - - - -
Total (gain) /Loss for the year (940,586) (634,517) (1,175,048) (743,088)
Actuarial Gain/Loss recognized In the year (940,586) (634,517) (1,175,048) (743,088)
Unrecognized Actuarial (Gain)/Loss at
the end of the IVP - - - -
6. The amount to be recognized in the balance sheet
Present value of obligations as at 8,490,703 8,097,674 2,390,532 2,143,620
the end of year
Fair value of plan assets as at the end of
the year 3,826,530 3,174,377 - -
Funded status (4,664,173) (4,923,297) (2,390,532) (2,143,620)
Net assets/ (liability) recognized In the (4,664,173) (4,923,297) 2,390,532* 2,143,620*
balance sheet
7. Expenses Recognized in statement of Profit & Loss

Current Service cost 1,219,278 1,055,541 1,438,896 1,277,352
Interest Cost 647,817 590,914 160,291 125,425
Expected return on plan assets 263,426 206,686 - -
Net Actuarial (gain)/Loss recognized (940,586) (634,517) (1,175,048) (743,088)
in the year
Expenses recognized in statement of 663,079 805,252 424,139** 659,689**
Profit & Loss
* This pertains to long term liability worked in respect of deferred leave only. Expected short term liability of Rs.
1,018,623/- (Previous year Rs. 756,096/-) will be added to this figure.
** This pertains to long term liability only. Actual payments (under the various heads) incurred over the inter
valuation period should be added to this figure.
27.8 All the figures have been rounded off to the nearest rupees other than specifically stated.
27.9 Current year figures are shown in bold letter.
27.10 Previous years figures have been regrouped / rearranged & reclassified where ever necessary to make them
comparable with the current year.

27.11. a) Revenue from Operations
Particulars Sales Value
Current Year Previous Year
Rupees Rupees
Multiplexers, Interface Card, Converter, Modem &
Routers, Digital Radio System, Digital Voice Data
Recorder, Encryptors, Mast, Antenna and power
supply and others 91,451,480 83,957,782
Export Sale Telecom 20,938,009 29,064,854
PCM-Trading Goods 1,239 1,903,215
Services 29,314,187 36,059,556
Infra Service Charges 145,636,714 146,761,793
Total 287,341,629 297,747,200
Less: Sales Return - -
287,341,629 297,747,200
Other Operating Revenue
Duty Drawback 246,591 15,741
Sale of Scrap 53,887 39,137
Total 287,642,107 297,802,078
27.11.b) Raw Material Consumed

Particulars VALUE
Current Year Previous Year
Rupees Rupees
Elect. Compo. & Modules 34,349,393 44,035,376
Mechanical H/W & Sub system 1,974,848 1,538,955
Others 17,517,457 9,765,523
Infra Service -Material 23,401,154 37,121,069
Total 77,242,852 92,460,923
27.11.c) Value of Imported and Indigenous material consumed
Percent Value Percent Value
Rupees Rupees
Raw Material & Components
Imported 19.75 15,253,916 20.62 19,069,086
Indigenous 80.25 61,988,936 79.38 73,391,837
Stores and Spares
Imported - - - -
Indigenous 100.00 752,495 100.00 282,866
Total 77,995,347 92,743,789
Consumption of Imported Spares & Parts does not include spare parts amounting Rs. 13,887/-
(Previous Year Rs.NIL) used for repairs.

27.11.d) Value of imports on CIF basis

Rupees Rupees
Raw Material and Components 17,282,734 19,413,459
Capital Goods 142,294 -
Raw Material Traded Goods - 97,931
Total 17,425,028 19,511,390
27.11.e) Earnings in Foreign Exchange
Rupees Rupees
Export of Goods of F.O.B. 20,938,009 29,064,854
Others
-Domestic Sales in Foreign Currency 6,151,632 54,786,936
-Domestic Services in Foreign Currency 53,810,701 56,533,473
Total 80,900,342 140,385,263
27.11.f) Expenditure in Foreign Currency
Rupees Rupees
Technical Services 4,638,243 4,371,834
Others
-Travelling 2,554,281 2,805,213
Total 7,192,524 7,177,047
Partner
M.No. 006154

Route Map
For AGM Venue

PEL NOIDA &
ROORKEE BUILDING
INFRASTRUCTURE
SERVICES &
CAPABILITIES
PROJECTS
PRODUCTS
Corporate Office & Noida Unit: Roorkee Unit:

D-10, Sector-3, Noida 201301, Plot No.9&10, K.I.E Industrial Estate,
Gautam Budh Nagar,UP, India Roorkee 249406, (Uttrakhand), India
Tel: +91-120-2551556 / 1557, E-mail: contacts@pel-india.com, Website: www.pel-india.com Tel: +91-1332-229154/55,
Fax: +91-120-2524337 "we always know who we're working for Fax: +91-1332-229155

PrecElect 5172580316

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37 th Annual Report

"we always know who we're working for

Board of Directors & Committees : 02

Notice of Annual General Meeting : 03

Annexure to the Report of the Directors : 13

Report on Corporate Governance : 26

Report of the Auditors : 40

Balance Sheet Abstract : 46

Profit & Loss Account : 47

Cash Flow Statement : 48

Notes to the Accounts : 49

Annual Report 2015-16 1

Board of Directors Audit Committee

Stakeholders Grievance Committee Nomination and Remuneration Committee

Mr. Rahul Goenka Chairman Mr. Anant Kanoi Chairman

COMPANY SECRETARY AUDITORS

REGISTRAR & TRANSFER AGENT PLANTS

CORPORATE IDENTITY NUMBER (CIN) D-1081, New Friends Colony,

ISIN No. CORPORATE OFFICE

2 Annual Report 2015-16

NOTICE OF THE 37TH ANNUAL GENERAL MEETING

Annual Report 2015-16 3

4 Annual Report 2015-16

Name of Director DIN Date of Birth Date of Number of Shares

Annual Report 2015-16 5

6 Annual Report 2015-16

Annual Report 2015-16 7

8 Annual Report 2015-16

Annual Report 2015-16 9

10 Annual Report 2015-16

Annual Report 2015-16 11

12 Annual Report 2015-16

Annual Report 2015-16 13

SECRETARIAL AUDIT REPORT

14 Annual Report 2015-16

Annual Report 2015-16 15

16 Annual Report 2015-16

IV. SHARE HOLDING PATTERN

Annual Report 2015-16 17

18 Annual Report 2015-16

(iii) Change in Promoters Shareholding (please specify, if there is no change) No Change

SN Particulars Date Reason Shareholding at the Cumulative Shareholding

Annual Report 2015-16 19

20 Annual Report 2015-16

Annual Report 2015-16 21

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

22 Annual Report 2015-16

VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Annual Report 2015-16 23

24 Annual Report 2015-16

Annual Report 2015-16 25

26 Annual Report 2015-16

Annual Report 2015-16 27

28 Annual Report 2015-16

Annual Report 2015-16 29

30 Annual Report 2015-16

Formulation of criteria for evaluation of Independent Director and the Board.

Devising a policy on Board diversity.

2. Scope and Exclusion:

3. Terms and References:

3.1 Director means a director appointed to the Board of the Company.

3.2 Key Managerial Personnel means